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10-0819_HUITT-ZOLLARS, INC._Personal Services Agreement 2nd AmdSECOND AMENDMENT TO PERSONAL SERVICES AGREEMENT THIS SECOND AMENDMENT TO THE PERSONAL SERVICES AGREEMENT between the City of San Juan Capistrano (" ity") and Hutt-Zollars, Inc., ("Consultant") is made and entered into, to be effective the day of C R, 2011, as follows: RECITALS WHEREAS, City and Consultant have entered into a Personal Services Agreement dated August 19, 2010 to provide Plans, Specifications, and Cost Estimates for the East Open Space — Lemon Grove Access Road; and WHEREAS, City and Consultant have amended the terms of the Agreement through Amendment No. 1 to Personal Services Agreement dated November 17, 2010 for additional services to provide Plans, Specifications, and Cost Estimates for a new water line from Ortega Highway to the connection point inside of the SC -4 Flow Control Building; and WHEREAS, the City and Consultant desire to amend the terms of the Agreement as provided hereunder. AMENDMENT NOW, THEREFORE, in consideration of the promises and mutual covenants contained therein, City and Consuitant mutually agree to the amend Section 4 of the Agreement as follows: Section 4. Contract Terra This Agreement will extend the contract completion date to June 30, 2012. All other provisions of the Agreement not amended hereunder shall remain in full force and effect. n APPROVED AS TO FORM: By: ()46ft� I A Ll A ik' Omar S ndoval, City Attorney CITY OF SAN JUAN CAPISTRANO By: _ ��.,:.. Dave Adams, Interim City a� l Imager CONSULTANT By: K n Rukavina, CA P.E. 42566 Vice President I Office Manager Huitt-Zollars, Inc. AMENDMENT NO. 1 TO PERSONAL SERVICES AGREEMENT THIS AGREEMENT is made, entered into, and shall become effective this day of November, 2010, by and between the City of San Juan Capistrano (hereinafter referred to as the "City") and Huitt-Zollars, Inc. (hereinafter referred to as the "Consultant"). RECITALS, WHEREAS, City and Consultant have entered into a Personal Services Agreement dated August 19, 2010 to provide Plans, Specifications, and Cost Estimates for the East Open Space - Lemon Grove Access Road; and, WHEREAS, City and Consultant agree that additional services outlined in the cost estimate as set forth in the Additional Work section incorporated herein by reference, are required for which extra compensation will become due. NOW, THEREFORE, City and Consultant mutually agree as follows: Section 1. Additional Work. The additional scope of work to be performed by the Consultant shall consist of those tasks as set forth in Exhibit 'A" attached and incorporated herein by reference. To the extent that there are any conflicts between the provisions described in Exhibit "A" and those provisions contained within this Agreement, the provisions in this Agreement shall control. Consultant warrants that all of its services shall be performed in a competent, professional and satisfactory manner and in accordance with the prevalent standards of its profession. Section 2. Additional Compensation City hereby agrees to pay the additional sum of Eighteen Thousand Seven Hundred and Twenty Dollars ($18,720) to Consultant for those services performed as set forth in the Additional Werk section. These additional services to the Agreement shall commence on the effective date of this Amendment. Section 3. Relationship to Agreement Except as to sections 1, 2 and 4 herein, all other terms and conditions of the Agreement small remain unchanged. Section 4. Contract Term. The Agreement shall commence on the effective date and shall terminate, and all services required hereunder shall be completed, no later than June 30, 2011. Section 5. Entire Agreement. This entire Agreement between the City and Consultant with respect to those extra services described herein and any other understandings, oral or in writing, are hereby superseded. Agreement. IN WITNESS WHEREOF, the parties hereto have executed this CITY OF SAN JUAN CAPISTRANO By: Joe Tait, City Manager CONSULTANT 0 Omar Sand641,T ity Attorney A Ren Rukavina, CA P.E. 42866 Vice President/Office Manager Huitt-Zollars, Inc. HUITT-ZOL€ARS, INC. 3 430 Exchange - Suite 200 - hvine, CA 92602-1315 1 714.734.5104phone - 714.734.5155 fax - huitt-zoltats.eom November 9, 2010 Revised Mr. David Contreras City of San Tuan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 RE: Water Connection to SC -4 plow Control Facility; City of San Juan Capistrano, California Proposal for Professional Engineering Services HZ Proposal No. 10-10-0211 Dear David: Huitt.Zollars, Inc. (Huitt-Zollars) appreciates the opportunity to provide this proposal for professional engineering services to the City of San Juan Capistrano (Client) for the water connection to the SC -4 Flow Control Facility (Project) located at the intersection of Ortega Highway and Antonio Parkway in unincorporated Orange County. Our proposal is based upon the scope of services, compensation and attachment contained herein. The Project includes design of approximately 140 feet of new 12 -inch water line that will connect the City's existing 12 -inch water line (adjacent to Ortega Highway) which is currently inactive, to the existing internal piping of the SC -4 Flow Control Facility building, in addition, the Project includes plans and specifications for demolition and reestablishment (within the limits of waterline trench construction) of the existing 14 -foot wide Neighborhood and Electric Vehicle/Pedestrian Access road and the affected areas of the SC -4 Flow Control Facility which are in line with the proposed alignment of the new water line. SCOPE OF SEIMCES: 1.0 Basic Services: 1.1 DESIGN PHASE, - Huitt-Zollars will: 1.1.1 Attend one meeting with the Client to further clarify a Design Concept for how the new water line should connect to the existing SC -4 Flow Control Facility, and to learn about any other design constraints for the Project. 1.1.2 Survey existing 12 -inch line (and local appurtenances) and existing improvements which are in-line with the conceptual proposed water line alignment. Take measurements on the existing pipe and appurtenances inside of the Flow Control Facility building which may be affected by the Project. 1.1.3 Review all existing as -built information and surveys as provided by the Client. Revised Mr. David Contreras HZ Proposal No. 10-10-0211 November 9, 2010 Page 2 1.1.4 Based upon Client -Approved Conceptual Design, Huitt-Zollars will prepare construction plans for the new water line (plan and profile) frorn Ortega Highway to the connection point inside of the SC -4 Flow Control Building. Tile new waterline will be designed through the southern wall (above ground) of the building and connect to the vertical. portion of existing 12 -inch pipe (between the 90 degree elbow and the floor). Construction plans will include details for new pipe, pipe connection and wall coring, and existing building facility appurtenances on the building's south wall which may be affected by the new water line construction. 1.1.5 Prepare technical specifications for the construction of the Project. 1.1.6 Prepare an opinion of probable construction cost of the Project. 1.1.7 Furnish to the Client one (1) reproducible copy of progress drawings at 75% and 100% completion for Client review and comments. 1.1.8 burnish to the Client one (1) reproducible copy of approved plans and project manual (front end documents and technical specifications). 2.0 Optional Services: 2.1 EASFMFNTS — After Final Construction Plans arc approved and upon the Client's request, Ruitt-Zollars will prepare legal description and exhibit for casement area from Ortega Widening Project existing right-of-way to proposed right-of-way (approximately 45 feet). 3.0 Additional Services: 3..1 Because the effort required for sorne items of work varies considerably from project to project, and because some items of work are sometimes provided separately by the Client, these items of work are not included in the basic services fees and are charged separately. Additional Services, mutually agreed upon and authorized separately by the Client in writing, shall be completed on an hourly basis in accordance with the attached Hourly Rate Sheet. Such additional services may include: 3.1.1 Making revisions in drawings, specifications or other documents when such revisions are inconsistent with written approvals or instructions previously given, are required by enactment or revision of codes, laws or regulations subsequent to the preparation of such documents or are due to other causes not solely within the control of H.uitt-Zollars. 3.1.2 Any other service not otherwise included in the Basic Services. 4.0 Excluded Services: Huitt-Zollars shall not be required to furnish any legal or accounting advice or service, nor is the training of operating personnel included in this Agreement. Test pits, material and equipment operating tests and other special consulting services including, but not limited to, asbestos, Revised Mr. David Contreras HZ Proposal No. 10-10-0211 November 9, 2010 Page 3 hazardous and toxic materials management are not included within this Agreement. As applicable, a commercial testing laboratory shall be engaged by the Client during construction for materials testing services and shall invoice the Client directly for its services. 5.0 Client Provided Services: 5.1 Client shall provide Huitt-Zollars with the following: 5.1.1 Access to Project Site 5.1.2 Updated Front End Documents 5.1.3 Geotechnical Report 5.1.4 Record Drawings for SC4 Facility and City's existing 12 -inch. waterline 5.1.5 Operating Pressures for SC -4 Facility Water Mains 5.1.6 Deed jacket and deed language to be provided by City legal counsel COMPENSATION 1.0 Fee Our estimated fee for Basic Services is as follows: 1.1 Design Phase Total: Reimbursable Expenses $ 17,970 (lump suns) $ 17,970 Reimhursable expenses are estimated. at $ 750, which includes reproduction of construction documents. Expenses shall be compensated based upon the attached Rate Schedule. 2.0 Total Estimated Budget 2.1 Our total estimated budget for this project is $18,720 Qump sum). 3.0 Optional Services: Our estimated fee for Optional Services is as follows: 3.1 Easement $ 1,280 (lump sum) Total: $ 1,280 Revised Mr. Daviel. Contreras I IZ Proposal Nei. 10-10-021 November 9, 2010 Page ATIMORIZAT1rON; Should this proposal meet with your approval and acceptance, please sign and i-eturn it to our office by lksirn le. at (714) 734-5155, or email sneer aitir.tt zoll rs,con), By an aaat11O6reci signatory signing dais letter and returning it to our office, you acknowledge your acceptance of this proposal, which constitute,; a contract for ,profess -conal services. We will schedUle the -above serV1CGS aS soon as we receive your authorization. 1 arnr looking forward to participating in this project, and i('YOU have any corm -rents or gUestions about any aspczt of this proposal, please (to not hesitate to give rrre ar call. Sincerely, i-lull"I`_GOI,A.ItS, INC. Scoot Deed, 1' lw. Project Manager (-,A. PE No. 75992 X, ; Ken .Rukavina, P.fy. Vice l7resident/Otlice Manager C A PE' No. 42866 Attachments: parte Slr.cet cc: firn (411cit, I4.tritt--Zollars Accepted and Approved for CITY OF AN JUAN)CAPISTRANO A/I. (Sil;irattrt-e (Name) (Title) ()late) �� tl ,rte Y•a '- }aS � V ® 2®10 HOURLY RATE SHEET IEnaineerilna /Plannina/Architectur Principal -In -Charge ..... . . . ...... . $ 205.00 QA/QC Manager ........ . ........ $ 190.00 Sr. Project Manager ........... . .. $ 190.00 Project Manager................. $ 175.00 Sr. Civil Engineer................. $ 165.00 Civil Engineer................... .$ 150.00 Engineer (EM........ » , . , .. , ... , $ 105,00 Sr. Designer......... ......... $ 150.00 Designer ....................... $125.00 Sr. CADD Technician ......... . .... $ 125,00 CADD Technician .......... . ...... $ 95,00 Sr. Structural Engineer ............ $ 175.00 Structural Engineer .... . » .... , .... $ 155.00 Sr. Mechanical Engineer............ $ 175,00 'Mechanical Engineer ...... . ....... $ 155.00 Sr. Electrical Engineer ............. $ 175.00 Electrical Engineer ..... . .. . ....... $ 155,00 Plumbing Engineer ................ $ 150.00 Sr. Planner ..................... $ 185.00 Planner. . ...................... $ 145.00 Sr. Architect .................... $ 164.00 Architect .................... . . $ 120.00 Architect Intern .......... . ....... $ 95.00 Sr. Landscape Architect ............ $ 145.00 Landscape Architect .............. $ 115.00 Landscape Architect Intern....... , » . $ 85.00 m/zk/rate-sch/IrvineFR2010/5-10.10 Survey Manager ............. $ 190.00 Sr. Project Surveyor........... $ 160.00 Project Surveyor ............. $ 135.00 Survey Tech ................ $ 110.00 Surmey Cre�ir� 1 -Person Survey Crew......... $ 150.00 2 -Person Survey Crew......... $ 205.00 3 -Person Survey Crew......... $ 250.00 Construction Management Construction Manager ......... $ 190.00 Construction Management Supporl $ 125.00 Construction Observer ........ , $ 100.00 Administrative Sr. Project Support........... $ 95.00 Project Support ............. . $ 65.00 Reimbursable Expenses Consultants.... . . . .......... Cost + 10% Other Direct Costs... , ........ Cost + 10% Mileage.......... Standard bu&ess mileage rate Today's Date: 6 / / 6, A, CIP No. (if any): // Project Manager's Last Name: `019 Council or CRA Meeting Gate (if applicable): Ll Mayor LJ CRA Chair City Manager Transmittal Routing (Check All That Apply) �a City Attorney City Manager City Clerk Phone Extension: Provide (1) executed original contract for each signing party, including the City. If the agreement is to be recorded — only (1) original will be recorded with certified copies going to other parties. Please provide the mailing address of any party to receive an agreement — unless the mailing address is included within the body of the agreement: Name(s) Street —_ City -- St Zi Form Date: 01-2004 D - 7 32400 PASEO ADEL.ANTO SAN JUAN CAPISTRANO, CA 92675 (949)493.1171 (949) 493-1053 FAx wWwsali uancapistYp110.01Vii' TO: Huitt-Zollars, Inc. Attn: Ken Rukavina, P.E. 430 Exchange, Suite 200 Irvine, CA 92602-1315 DATE: November 17, 2010 i L `Iflr9awrmaasEo E3188i€SNEQ l��0 1776 w ... A FROM: Kristen Lewis, Administrative Specialist (949) 443-6308 MEMBERS OF THE CITY COUNCIL SAM ALLEVATO LAURA FREESE THOMAS W. HRZAR MARK NIELSEN DR. LONDRES USO RE: Personal Services Agreement — East Open Space — Lemon Grove Access Road Thank you for maintaining documentation confirming compliance with the terms of the agreement related to insurance. Please keep in mind this documentation must remain current with our office during the term of this agreement. If you have questions related to insurance requirements, please call me at (949) 443-6308. If you have questions concerning the agreement, please contact David Contreras, Senior Planner, at (949) 443-6320. An original agreement is enclosed for your records. Cc: David Contreras, Senior Planner San Juan Capistrano: Preset -vi g the Past to Enhance the Future Primed on 100 reey6ed paper PERSONAL SERVICES AGREEMENT THIS AGREEMENT is made, entered into, and shall become effective this'! day of August, 2010, by and between the City of San Juan Capistrano (hereinafter referred to as the "City") and Huitt-Zollars, Inc. (hereinafter referred to as the "Consultant"). RECITALS: WHEREAS, City desires to retain the services of Consultant regarding the City's proposal to secure a Plans, Specifications, and Cost Estimates for the planned Lemon Grove Access Road — East Open Space; and, WHEREAS, Consultant is qualified by virtue of experience, training, education and expertise to accomplish such services. NOW, THEREFORE, City and Consultant mutually agree as follows: Section 1. Scope of Work. The scope of work to be performed by Consultant shall consist of those tasks as set forth in Exhibit' A," attached and incorporated herein by reference. To the extent that there are any conflicts between the provisions described in Exhibit "A" and those provisions contained within this Agreement, the provisions in this Agreement shall control. Section 2. Term. This Agreement shall commence on the effective date and shall terminate, and all services required hereunder shall be completed, no later than December 31, 2010. Section 3. Compensation. 3.1 Amount. Total compensation for the services hereunder shall not exceed $98,945 (ninety-eight thousand, nine -hundred, and forty-five dollars and no cents), as set forth in Table 1 of Exhibit 'A" attached and incorporated herein by reference; and noting exclusion of geotechnical engineering work proposed for $2,300; and whereby the WQMP is an optional item. 3.2 Method of Payment. Subject to Section 3.1, Consultant shall submit monthly invoices based on total services which have been satisfactorily completed for such monthly period. The City will pay monthly progress payments based on approved invoices in accordance with this Section. q 3.3 Records of Expenses. Consultant shall keep complete and accurate records of all costs and expenses incidental to services covered by this Agreement. These records will be made available at reasonable times to City. Section 4. Independent Contractor. It is agreed that Consultant shall act and be an independent contractor and not an agent or employee of City, and snail obtain no rights to any benefits which accrue to City's employees. Section 5. Limitations Upon Subcontracting and Assi nment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for City to enter into this Agreement. Consultant shall not contract with any other entity to perform the services required without written approval of the City. This Agreement may not be assigned, voluntarily or by operation of law, without the prior written approval of the City. If Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subcontractor as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. All persons engaged in the work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. Section 6. Changes to Scope of Work. For extra work not part of this Agreement, a written authorization from City is required prior to Consultant undertaking any extra work. In the event of a change in the Scope of Work provided for in the contract documents as requested by the City, the Parties hereto shall execute an addendum to this Agreement setting forth with particularity all terms of the new agreement, including but not limited to any additional Consultant's fees. Section 7. Familiarity with Work and/or Construction Site. By executing this Agreement, Consultant warrants that: (1) it has investigated the work to be performed; (2) if applicable, it has investigated the work site(s), and is aware of all conditions there; and (3) it understands the facilities, difficulties and restrictions of the work to be performed under this Agreement. Should Consultant discover any latent or unknown conditions materially differing from those inherent in the work or as represented by City, it shall immediately inform the City of this and shall not proceed with further work under this Agreement until written instructions are received from the City. Section 8. Time of Essence. Time is of the essence in the performance of this Agreement. 2 Section 9. Compliance with Law; E -Verify. 9.1. Compliance with Law. Consultant shall comply with all applicable laws, ordinances, codes and regulations of federal, state and local government. 9.2. E -Verify. If Consultant is not already enrolled in the U.S. Department of Homeland Security's E -Verify program, Consultant shall enroll in the E -Verify program within fifteen days of the effective date of this Agreement to verify the employment authorization of new employees assigned to perform work hereunder. Consultant shall verify employment authorization within three days of hiring a new employee to perform work under this Agreement. Information pertaining to the E -Verify program can be found at http://wwww.uscis.gov, or access the registration page at htti2s://www.vis-dhs.com/emr)loverregistration,. Consultant shall certify its registration with E -Verify and provide its registration number within sixteen days of the effective date of this Agreement. Failure to provide certification will result in withholding payment until full compliance is demonstrated. Section 10. Conflicts of Interest. Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the services contemplated by this Agreement. No person having such interest shall be employed by or associated with Consultant. Section 11. Copies of Work Product. At the completion of the work, Consultant shall have delivered to City at least one (1 ) copy of any final reports and/or notes or drawings containing Consultant's findings, conclusions, and recommendations with any supporting documentation. All reports submitted to the City shall be in reproducible format, or in the format otherwise approved by the City in writing. Section 12. Ownership of Documents. All reports, information, data and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential to the extent permitted by law, and Consultant agrees that they shall not be made available to any individual or organization without prior written consent of the City. All such reports, information, data, and exhibits shall be the property of the City and shall be delivered to the City upon demand without additional costs or expense to the City. The City acknowledges such documents are instruments of Consultant's professional services. 3 Section 13. Indemnity. To the fullest extent permitted by law, Consultant agrees to protect, defend, and hold harmless the City and its elective and appointive boards, officers, agents, and employees from any and all claims, liabilities, expenses, or damages of any nature, including attorneys' fees, for injury or death of any person, or damages of any nature, including interference with use of property, arising out of, or in any way connected with the negligence, recklessness and/or intentional wrongful conduct of Consultant, Consultant's agents, officers, employees, subcontractors, or independent contractors hired by Consultant in the performance of the Agreement. The only exception to Consultant's responsibility to protect, defend, and hold harmless the City, is due to the negligence, recklessness and/or wrongful conduct of the City, or any of its elective or appointive boards, officers, agents, or employees. This hold harmless agreement shall apply to all liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Consultant. Section 14. Insurance. On or before beginning any of the services or work called for by any term of this Agreement, Consultant, at its own cost and expense, shall carry, maintain for the duration of the agreement, and provide proof thereof that is acceptable to the City, the insurance specified below with insurers and under forms of insurance satisfactory in all respects to the City. Consultant shall not allow any subcontractor to commence work on any subcontract until all insurance required of the Consultant has also been obtained for the subcontractor. Insurance required herein shall be provided by Insurers in good standing with the State of California and having a minimum Best's Guide Rating of A- Class VII or better. 14.1 Comprehensive General Liability. Throughout the term of this Agreement, Consultant shall maintain in full force and effect Comprehensive General Liability coverage in an amount not less than one million dollars per occurrence ($1,000,000.00), combined single limit coverage for risks associated with the work contemplated by this agreement. If a Commercial General Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this agreement or the general aggregate limit shall be at least twice the required occurrence limit. 14.2 Comprehensive Automobile Liability. Throughout the term of this Agreement, Consultant shall maintain in full force and effect Comprehensive Automobile Liability coverage, including owned, hired and non - owned vehicles in an amount not less than one million dollars per occurrence ($1,000,000.00). 10 14.3 Worker's Compensation. If Consultant intends to employ employees to perform services under this Agreement, Consultant shall obtain and maintain, during the term of this Agreement, Worker's Compensation Employer's Liability Insurance in the statutory amount as required by state law. 14.4 Proof of Insurance Requirements/Endorsement. Prior to beginning any work under this Agreement, Consultant shall submit the insurance certificates, including the deductible or self -retention amount, and an additional insured endorsement naming City, its officers, employees, agents, and volunteers as additional insureds as respects each of the following: Liability arising out of activities performed by or on behalf of Consultant, including the insured's general supervision of Consultant; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or automobiles owned, leased, hired, or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded City, its officers, employees, agents, or volunteers. 14.5 Errors and Omissions Coverage Throughout the term of this Agreement, Consultant shall maintain Errors and Omissions Coverage (professional liability coverage) in an amount of not less than One Million Dollars ($1,000,000). Prior to beginning any work under this Agreement, Consultant shall submit an insurance certificate to the City's General Counsel for certification that the insurance requirements of this Agreement have been satisfied. 14.6 Notice of Cancellation/Termination of Insurance. The above policy/policies shall not terminate, nor shall they be cancelled, nor the coverages reduced, until after thirty (30) days' written notice is given to City, except that ten (10) days' notice shall be given if there is a cancellation due to failure to pay a premium. 14.7 Teras of Compensation. Consultant shall not receive any compensation until all insurance provisions have been satisfied. 14.8 Notice to Proceed. Consultant shall not proceed with any work under this Agreement until the City has issued a written "Notice to Proceed" verifying that Consultant has complied with all insurance requirements of this Agreement. Section 15. Termination. R City shall have the right to terminate this Agreement without cause by giving thirty (30) days` advance written notice of termination to Consultant. In addition, this Agreement may be terminated by any party for cause by providing ten (10) days' notice to the other party of a material breach of contract. If the other party does not cure the breach of contract, then the agreement may be terminated subsequent to the ten (10) day cure period. Section 16. Notice. All notices shall be personally delivered or mailed to the below listed addresses, or to such other addresses as may be designated by written notice. These addresses shall be used for delivery of service of process: To City: City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn. David Contreras, Senior Planner To Consultant: Huitt-Zollars, Inc. 430 Exchange, Suite 200 Irvine, CA 92602-1315 Attn: Ken Rukavina, P.E., Vice President CA PE # C42866 Section 17. Attorneys' Fees. If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys' fees, costs and necessary disbursements in addition to any other relief to which he may be entitled. Section 18. Dispute Resolution. In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"). Section 19. Entire Agreement. This Agreement constitutes the entire understanding and agreement between the parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. [:1 IN WITNESS WHEREOF, the parties hereto have executed this Agreement. ATTEST: Maria Morris, City Cle k 1.1»Z�]�l�ir��i73�77►�ilA l Omar Sandoval, City Attorney CITY OF SAN JUAN CAPISTRANO By. oe Tait, City Manager CON NT N By: Huitt-Zollars, Inc. Ken Rukavina, P.E., Vice President CA PE # C42866 7 EXHIBIT A . 11A R HUITT-ZOLLARS, INC.' 430 Exchange r Suite 200 r Ervine, CA 92602.1315 r 714.734.5100 phone r 714.73A 5155 fox r huitl rollors.cor;r July 6, 20I0 RECEIVED Messrs David Contreras and Khoon Tai Community Development Department JUL 4 6 2010 City of San Juan Capistrano 32400 Paseo Adelanto COMMUND DEVELOPMENT San Juan Capistrano, CA 92675 RE: Lemon Grove Site Improvements Gast Open Space Park Improvements, Phase L) Dear Messrs Contreras and ,ran, Iluitt-Zollars is pleased to submit the attached (2) copies of our proposal for the Lennon Grove Site Improvements. We have included our Master Insurance Certificate and our rate sheet at the back of our submittal. We look forward to hearing from you, and if you have any questi.oz s regarding this submittal, please call us. We thank, you for this opportunity. Sincerely, fluitt-Zollars, Inn. 3 ;Jing Gj len, P.L.S. ice ..'resident A:PLS No. 5557 Ken Rukavina, P.E. Vice President/Office Manager CA PE No. 42866 Cc: Scott Reed, Hu.itt-Zollars t;,Ir/letljfglcontre-1�t�le:� WUNNUIVAMAW Huitt-Zollars, Inc. is afull-service engineering and architectural firm providing civil h` engineering services to public and private clients throughout the West, with offices in Irvine, Westlake Village, and Ontario, Califomia; Dallas, Fort Worth, Austin, Houston, and El Paso, Texas; Phoenix, Arizona; Albuquerque and Rio Rancho, New Mexico; Seattle and Tacoma, Washington; and Denver, Colorado. Established in 1975, the firm has a staff of approximately 425 professional, technical, and support personnel, with diversified skills, capable of handling highly complex multidiscipline assignments. The firm is ranked among the nation's top 150 design firms by Engineering News -Record. Our projects include a wide range of parks improvements including active and passive use areas, buildings and restrooms, running tracks, fountains and water play areas, activity and nature trails, regional riding and hiking trails, storm drainage and ponds, utilities, and roadways. Our team of engineers, architects and subconsultants will collaborate throughout the design process to ensure quality project deliverables. Other benefits of this approach include quick detection of potential problems, enhanced communication and cooperation between disciplines. The goal of our managers is to exceed client expectations. Our civil project experience ranges from master plan studies to implementation. Specialty disciplines include Trails Circulation Planning Building Layout Grading Design Drainage Design Sanitary Sewers Roadways Parking Lots Structures Permitting Water Systems Wetland Mitigation The strength of Huitt-Zollars lies in its people, and their ability to provide expertise in all disciplines required for a project. This full-service capability affords coordination beyond the prime/consultant organization since in-house lines of communication are firmly established and easy to maintain. This arrangement also provides a single focus for the project, resulting in smoother progression; efficient designs that balance function, economics, and aesthetics; and construction documents that incorporate our client's objectives. Huitt-Zollars can take a project from start to finish, from initial study through the design process to construction management. With three offices in Southern California, Huitt-Zollars has the resources and capabilities to quickly provide adequate staff for any task order on a timely basis. We understand that performance is the key to success and our clients find that adherence to high standards of performance and responsiveness sets us apart from the competition. The only real indication of performance is client satisfaction. Our performance and success are measurable — more than 80 percent of our annual fees come from repeat clientele, proof that our philosophy is working. HZ offers you a statement that guides our interactions with our clients: "We Are People Committed To Understanding And Meeting yhe Needs Qf Our Clients With Quality And Integrity. " P URC RELATED E PE IEI CE Huitt-Zollars has served as the on-call engineering consultant to public agencies such as Counties of Orange and Los Angeles, Anaheim Redevelopment Agency, Long Beach Redevelopment Agency, Huntington Beach, Fullerton, Santa Ana, Mission Viejo, and Yorba Linda. In this capacity, the firm routinely prepares plans, specifications, reports and studies, permit applications, schedules, and cost estimates for a wide variety of public infrastructure projects. Huitt-Zollars possesses the technical ability to perform the work associated with this project as is evidenced by the representative projects listed below. Page 1 of 15 Ci4f of SanrJtiamn b, -s --non Grcve Shp,, S k ams—e a klw vn,,4 Rey@.;onv i arf;s d b$Il!! i TN'e�PA' ixrs ` Orange 5, rj nA lj Ca4P'yybrrdS. As an assignment of an on-call contract with OC Parks, Huitt-Zollars is preparing documents for FEMA Storm Repair Projects in Orange County Regional Parks. Huitt-Zollars is evaluating and documenting existing conditions; researching and coordinating relative to current regulatory permits and environmental approvals; preparing Maintenance Inspection Reports for assigning work to County Public Works Operations and Maintenance staff; preparing scopes of work, drawings, work instructions, and full plans, specifications and estimates for repair work, including silt removal, slope reconstruction, and construction of gabions and mechanically -stabilized earth retaining structures. Scope of work includes Aliso and Wood Canyon Wilderness, Carbon Canyon, Caspers Wilderness, Laguna Coast, Limestone Canyon, Mason, Modjeska Wilderness, O'Neill, Santiago Oaks, and Upper Newport Bay Nature Preserve Regional Parks. Services provided for City of Huntington Beach ("Surf City") included preliminary engineering and cost estimating; conceptual design; topographic surveying; utility coordination; and final plans, specifications and estimates for construction of seven permanent restrooms along approximately 2 miles of city beach. Construction plans are being prepared for two accessibility ramps from Pacific Coast Highway down to beach; two wastewater lift stations; gravity and force main sewer systems; water and electrical distribution systems; and precise grading for buildings and paved pathways. >aurk3+R, �g}j ' Parks, xg;fzort imetEf yi€a y Faa Huitt-Zollars provided preliminary engineering and support to PCR Services for their preparation of environmental documentation and regulatory permits for repairing storm damage at Orange County's Regional Parks. During site visits, Huitt-Zollars verified and prepared sketches of existing conditions, and evaluated opportunities and constraints for construction access and staging, to assist PCR in providing information for FEMA funding applications and regulatory permitting. Scope of services included Mason and Santiago Oaks Regional Parks, and Modjeska Wilderness and Upper Newport Bay Nature Preserves. Civil engineering and surveying are being provided by Huitt-Zollars for the preparation of grading, paving and utility construction plans for upgrading a maintenance road to become a public recreation trail along the perimeter of Orange County Water District's groundwater recharge basin. The project is being developed by the City of Anaheim Community Services/Parks Department and will include contour -graded scenic overlooks, trail with permeable paving, prefabricated restrooms, and sewer lift stations. Huitt- Zollars was a subconsultant to MIG. Page 2 of 15 VV"J 1-VO:� Ross Dagit 310/455-7528 Nye -'St seen Ease ri'W ''fiat i as Yry L akevvo€ d,A' ea=' f Long `7each, ; adifw.rniaa Preliminary engineering, civil construction plans, specifications and estimates were prepared for these city recreation trail projects along the San Gabriel River, The Lakewood segments linked Monte Verde Park with Carson Street and Del Amo Boulevard. The design included reconstruction of Los Angeles County Flood Control District's access driveway to meet ADA accessibility requirements and grading of trail ramp embankments. The Long Beach segment will be between Spring and Atherton Streets adjacent to El Dorado Park Golf Course. Huitt-Zollars was a subconsultant to MIG for the Lakewood segments. For the Long Beach segment, MIG was a subconsultant to Huitt-Zollars for the preliminary design, and Huitt-Zollars is a subconsultant to MIG for the final PS&E. T€.ap'ffm n cIm'eft Ghanm'd pStorat"o?a - pesov}}rre C'? r?Ss R'o?/dions SFA the sanga Huitt-Zollars prepared the grading improvement plans for removal of an un - permitted berm in Topanga Creek that had been constructed by residents to redirect the flow of the creek. The earth that was used to construct the berm was contaminated and special consideration had to be made to protect the creek during construction. The design was prepared to return the channel to its historical natural condition. The Resource Conservation District of the Santa Monica Mountains directed this work in conjunction with the California Department of Parks and Recreation. The plans were prepared to CDPR standards. Pacific Overlook Park -- 4 an Po&o, Cry°fffibrnkr Huitt-Zollars is currently providing design services for Overlook Park along the bluffs in San Pedro. The intent of this project is to convert an existing parking lot into a local park to correct public safety concerns and to provide viewpoints and access points to the Ports of Los Angeles and Long Beach. This site is immediately adjacent to the area known as Sunken City; a section of the bluffs that held a roadway and homes that failed and sank toward the ocean. Infiltration of irrigation for the park is a major concern and the design team had to consider all ways to minimize irrigation, infiltration, and erosion. We worked closely with the geotechnical engineer to develop an acceptable solution. The proposed improvements create a key segment of the California Coastal trail along a coastal bluff -top park overlooking and immediately bordering Los Angeles Harbor. Page 3 of 15 SC.i<L°tl J3,'an`ti.M1' O�ia vYi� ll nub,°A�':a?'P� !J ,, C;3rove SaY N. , k���xt; se I KEY PERSONNEL AND ' The Huitt-Zollars team has the personnel and experience to provide the City of San Juan Capistrano with quality services and products that are on schedule and within budget. Huitt-Zollars' team members have provided multiple services for this type of project that require compliance with owner standards, and master plans. The In -House Team, supplemented by a strong team of subconsultants, will be organized around our Project Manager, Scott Reed, PE, THE LEMON GROVE (East Open Space Park Improve. encs Phase 1) Page 4 of 15 HUITT- 0L1 QRS STAFF SCOTT REED, PE Project Manager Scott Reed has experience in working on urban design projects throughout Orange County, California. He has worked with local agencies dealing with issues associated with initial planning and extending through final design. He has also completed many residential and commercial development projects in California and Louisiana including design of parks, grading plans, streets, drainage, water distribution and sewer collection systems, and water quality management pians. He is experienced in preparing cost estimates and specifications for urban design projects, RELEVANT PROJECT" EXPERIENCE • El Camino Real Park — Orange, California • Rancho Mission Viejo, Ranch Plan - Southern Orange County, California • Ortega Highway (SR -74) — Southern Orange County, California • Chateau Mirage Golf Course Development JIM GILLEN, PLS, Principal in Charge Jim Gillen has a strong background in public infrastructure projects. He has worked on City, Community and County Regional Parks, and has served as Project Manager or Principal in Charge on scores of projects for Rancho Mission Viejo. Mr. Gillen has a very good understanding of the issues that impact this particular park site stemming from his work with on the property while owned by Rancho Mission Viejo. He worked with the city on the annexation of this property to the city. During his professional career, Mr, Gillen has served as Principal in Charge, Project Manager and Project Surveyor for numerous city, county, redevelopment agency and community facilities district projects. RELEVANT PROJECT EXPERIENCE • Ladera Ranch Sports Park (Cox Sports Park) • Rancho Mission Viejo, Ranch Plan - Southern Orange County, California • Ortega Highway (SR -74) — Southern Orange County, California CARL TAYLOR, PE, LEER AP Grading/Drainage/Roadways/Utilities Carl Taylor has a strong background in public infrastructure projects, He has worked on City, Community and County Regional Parks; pedestrian, bicycle, and riding and hiking trails; pedestrian bridges; arterial highways and intersections, local and neighborhood streets, master plan and local storm drains, streetscapes, vehicular bridges, city halls, libraries, community centers, memorials and plazas, parking lots, and sewer and water facilities. During his professional career, Taylor has served as project manager and project engineer, providing plans, specifications, estimates, and construction administration and support for numerous city,' county, redevelopment agency, federal, and community facilities district projects. RELEVANT PROJECT EXPERIENCE • County Regional Parks FEMA Repairs; OC Parks - Orange County, California • County Regional Parks Environmental Documentation & Regulatory Permitting; PCR Services Corporation • Beach Restrooms -City of Huntington .Beach, California • Burris Basin Recreation Area - Anaheim California Page 5 of 15 MIKE GILLEN, LS GradinglDrainage/Roadways Michael Gillen has 13 years of experience participating in a wide range of endeavors, from parks, including trails, drainage, grading and parking lots, commercial, industrial, and residential development projects to educational and medical facilities. His extensive engineering experience includes management of both large and mid-size projects. He has a strong background in grading plans and infrastructure design, including sewer, water, and storm drains, and has performed utility coordination. In addition, he has provided agency coordination, client and team consultant coordination, and budget and scheduling services for his projects, RELEVANT PROJECT EXPERIENCE • OC Parks — Orange County, California • Magnolia Park— Anaheim, California • Loker Student Union Renovation and Expansion — Dominguez Hills, California • Nixon Library & Museum — Yorba Linda, California RYAN PEND, EIT Grading/Drainage/Road wa ys/Utilities Ryan Peng has experience in working on various public works infrastructure, transportation, and commercial and residential development projects throughout Orange County and Southern California. at large. His completed infrastructure projects include design of streets, storm drains, grading plans, and water distribution and sanitary sewer systems. Peng is also experienced in preparing cost estimates and specifications. RELEVANT PROJECT EXPERIENCE • Beach Restrooms — City of Huntington Beach, California • Ortega Hwy (SR -74) Sidewalks and Maintenance Roads Southern Orange County, California • Infrastructure Development for The Collection at Riverpark - Oxnard, California • Plaza San Clemente —City of San Clemente, California KEN RUKAVINA, PE Quality Assurance Ken Rukavina has more than 24 years of experience in municipal public works and transportation engineering, His public experience includes six years in municipal government serving as civil engineer and construction manager, and 18 years experience as a consulting engineer serving local agencies as Contract City Engineer, Project Engineer and Construction Manager, He is experienced in the management of multidiscipline projects and projects involving teams and joint ventures. He has managed the design and construction of roads; street widening, reconstruction and rehabilitation; sanitary sewer collection and outfall mains; water transmission, distribution, storage and pumping facilities; storm drains, flood control structures and storm water management; bridges, and retaining wall structures. Rukavina has also been responsible for administering, as well as developing engineering reports, such as hydrology studies and sewer and water master pians; preparation of City Council staff reports, resolution, and ordinances; and preparing funding applications for state, federal and local funds. Rukavina served the City of Rosemead, California as City EngineerlDirector of Public Works for over 10 years. Rukavina has implemented andlor has overseen numerous federally funded projects from funding application, to request for authorization to advertise, to final invoicing. RELEVANT PROJECT EXPERIENCE • City Engineering Services Page 6 of 15 Cft, of gl J44 �"a �,`apisiriie8 Grov4e Situ,ase 5 Landscape rdhR ct: Lard 'Concern Located in Santa Ana, Land Concern, LTC} is a landscape architectural firm that is highly respected for its innovative landscape design. Land Concern has been involved in all facets of environmental architecture since 1974, and has worked with many different developers, cities, and countries to develop appealing streetscape master plans, recreational facilities, and parks. Land Concern approaches each project as a team effort. The principals of Land Concern take an active role in each and every project from conception and design through construction and completion. Their skills and insights, combined with those of an impressive staff of landscape planning professionals, the latest technology, a strong emphasis on team effort, and a commitment to excellence, produce environmental solutions that are dynamic, innovative, and people oriented. Land Concern has numerous accolades; including 2006 U. L. I. Award of Excellence, several MAME (Major Achievements in Marketing Excellence) Awards; SAM (Sales and Marketing) Awards; and Gold Nugget Awards. ® Address: 1750 E. Deere Ave, Santa Ana, CA 92705 ® Telephone: (949) 250-4822 • Point of Contact: Mike Sweeney — Principal- sweeneym@landconcern.com • Services provided for this project: Landscape Architecture Ladera Ranch A 4,000 acre master planned community in an unincorporated portion of the County of Orange adjacent to the City of Mission Viejo, with 2,400 developed acres and 8,100 dwelling units. Design emphasis was based on developing 5 villages with distinct characters and strong pedestrian connectivity along streetscapes, linear open space, and recreational areas. Ladera Ranch is a mix of various densities of residential housing, retail, business park and community facilities. Land Concern was the Master Landscape Architectural firm responsible for developing visioning, construction documents and installation observation for all major arterial highways including Antonio Parkway and Crown Valley Parkway through coordination with the County of Orange. In addition, internal collector streets, common landscape areas, green belts, recreational facilities, and retail centers were included in the visioning. Caltrans Ortega Highway Widening Project Widening of existing Ortega Highway within Rancho Mission Viejo, County of Orange, CA. Scope of work included portion of Ortega Highway from the eastern boundary of the City of San Juan Capistrano, through the intersection of Ortega Highway and Antonio Parkway/La Pata to the western boundary of preserved open space. Land Concern is the Master Landscape Architectural firm responsible for developing visioning and construction document coordination. Page 7 of 15 cit toy a 'Jz4 RT captrapo k_wmi, c�yii-,ov ifee, ase . irrigation Consultan-L dater Concern Water Concern, Ltd. is an independent irrigation design and water management consulting firm incorporated in the State of California in June, 2009 and consists of one office located in Rancho Santa Margarita, California. Water Concern, Ltd, is a multi faceted collaboration, specializing in large scale irrigation master planning and design, irrigation retrofit, water management, and central control systems. Experiences range from parks, sports fields, streetscapes, master planned communities, community associations, and commercial landscapes. We are comprised of a team of experienced irrigation professionals; many hold multiple certifications and are highly regarded for their irrigation and water management solutions. • Address: 29829 Santa Margarita Parkway, Suite 200, Rancho Santa Margarita, CA 92688 W Telephone: (949) 635-0474 • Point of Contact: Steve Hohl— Principal- shohl@waterconcem.com m Services provided for this project: Irrigation Consultant Ladera Ranch Common Area Landscape Irrigation Rancho Mission Viejo Mariners Park, Newport Beach City of Newport Beach Mapleton Park and Community, Murrieta, California Bluestone Communities Lary Utility Cons It w: Utility Specialists Established in 1976, Utility Specialists provides natural gas, electric, telephone and cable television system design and extension negotiation services. The firm has managed projects throughout California, Arizona, Nevada and Colorado. Utility Specialists and its affiliates* are staffed by project managers with extensive dry utility experience. The support staff consists of highly skilled design and technical personnel. Utility Specialists has computer-aided natural gas, electric, telephone, and cable television design capability, as well as computerized project status monitoring, This company was the first firm to offer dry utility construction coordination to ensure timely and efficient facility installation and energizing once the design phase is completed. O 24551 Raymond Way, Suite 199, Lake Forest, CA 92630 (949)-770-1900 ® Point of Contact: Jeff Hamen, Principal • Services provided for this project; Dry Utility consulting County of Orange, La Pata Road Extension (wi LSA) City of San Juan Capistrano (Currently On -Going) Road extension PSR, Responsible for coordination and planning with SDG&E, SCE Transmission, City of San Juan Capistrano, City of San Clemente, County of Orange, LSA, to establish resolution of proposed road alignment with major Southern California Electric Transmission corridor. State Route 74 (Ortega Hwy) Rancho Mission Viejo, City of San Juan Capistrano Road widening, Responsible for coordination and planning with Caltrans, civil engineer, Rancho Mission Viejo, and electric utility agency to provide conflict resolution and construction management. Page 8 of 15 City of San -Ilph§an c0aph braflo Lvanon GnDve sfte, Phase •1 Geotecl-mical Consultant: GN Geofe hrdcal, lace GMU Geotechnical, Inc. (GMU) was rated in 2008 by the County of Orange as one of the top geotechnical engineering consultants in Orange County and, as a result, is currently performing geotechnical services under three "on-call contracts" with Orange County Public Works for the Materials Laboratory and the Orange County Flood Control District: GMU is fully capable of providing geotechnical support services for the Orange County Parks Design Division which include design of retaining walls, soil nailing, soil reinforcement, etc.; development and implementation of field investigation plans involving field data collection as deemed necessary; development of laboratory testing programs to conduct soils surface and subsurface characterization tests as applicable to the needs of the specific project and performance of such tests; development of seismic analysis and design criteria in accordance with code or other design requirements; recommendations for allowable soil bearing pressure and design of foundations; embankment and excavation procedures; settlement and consolidation analyses; compaction recommendations; lateral, active, and passive earth pressures; dewatering, subsidence, landslide mapping, slope stabilization, sudden drawdown, soil corrosion, erosion, sedimentation control, and other applicable design criteria as deemed necessary. • Address: 23241 Arroyo Vista, Rancho Santa Margarita, CA 92688 • Telephone: (949)-888-6513 • Point of Contact: Aron Taylor - Geologist - ataylor@gmugeo.com • Principals: Gary Urban, Greg Silver • Services provided for this project: Geotechnical review GMU Geotechnical, Inc. has provided geotechnical services for numerous public works projects, including a number of major park -related projects throughout Orange, San Diego, Los Angeles, and Riverside Counties. The following are several of the major park projects for which GMU provided the necessary geotechnical services: • EI Moro Trailer Park Conversion at Crystal Cove State Park (2008) Client., State of Califomia Department of Parks and Recreation • Chino Hills Sports Park (2007) Client: City of Chino Hills • Sea Terrace Park (2008) Client.- City of Dana Point • Jurupa Water Park (current) Client.• City of Jurupa • Long Beach Sports Park (current) Client: City of Long Beach • Newport Coast Reef Point Park (2006) Client., Irvine Community Development Company, LLC • Tierra Grande Park (2005) Client: Talega Associates, LLC • Alicia Skate, Soccer, and Basketball Park (2005) Client; City of Laguna Niguel Page 9 of 15 City of SeC� p bYLgari `a«F'FwfpiM144: n,, L'vr§?,ow9 ".. htc. g lNrWsas Scope of Services Preliminary Investigation: a. Meetings/Coordination: Meet with City representatives to review the project in detail and determine the requirements and procedures for the preparation of plans, together with periodic City review and coordination, and status meetings. For the purposes of this proposal, we are assuming 5 meetings at 2 hours each. b. Project Review: Review available information pertaining to the project including the existing surveying and mapping data, and other available plans pertinent to perform the design of this project. c. Reconnaissance: Perform preliminary field reconnaissance to identify existing improvements and to secure a general perspective on current field conditions at the project site. II. Preparation of Plans and Support Documents: a. preparation of Site Plan: Huitt-Zollars (HZ) will prepare a site plan of the project area which will include the influence of the Ortega Highway widening project that is currently underway. The site plan will be a combination of existing topographic base information along with the Ortega improvements added as if that project were complete, The Site Plan will include structures, property lines, easements, setback information, driveways, sidewalks swales, roads fencing and other existing and/or proposed site features as available and applicable. The site plan will also show the location of the proposed new lemon trees to assist in the planting of those trees. HZ will need input from the City on the location and number of the trees in order to show them properly. We will also show easements of record that we are aware of based on the last title report in our possession. Should the City want to have current title exceptions (easements) shown, we are assuming that the City will provide a current Preliminary Title Report that covers the property. b. Grading and Drainage Plan: HZ will prepare a Grading and Drainage Plan depicting the proposed access road utilizing the Site Plan as a base. This plan will show necessary grading, drainage facilities, edge condition constraints and grading quantities, Existing Drainage patterns will be maintained to the maximum extent possible. Drainage from north of Ortega should not be a concern as that drainage has been captured in the Drainage facilities designed and constructed with the Ortega Highway project. c. Domestic Water Plans: HZ will prepare Domestic Water plans to service the site. Direction from the City will have to be provided as to where the 24" sleeve is located that is referenced in the RFP, as HZ is not aware of that crossing. We are assuming that this system will be designed with input from the City's water department even though the property is within SMWD's influence. Also, if the domestic water and non -potable water are to be in the same 24" sleeve, as stated in the RFP, standard separation issues will need to be understood prior to commencing our work. Ultimate water supply.demand will be provided by the city in order to size the facilities correctly, Page 10 of 15 d. Non -Potable Water Plans; HZ will prepare Non -Potable Water plans to service the site. Please see above for the same concerns regarding this system. e. Sanitary Sewer Plans with Lift Station: HZ will prepare sewer plans to convert the existing structures near Ortega Highway (4 structures maximum, not including structures more than 300' from Ortega), from septic systems to a single lift station to get flows into the existing gravity lateral stubbing from the Ortega Highway sewer main line. Power and Lighting. HZ, in concert with Utility Specialists as our sub -consultant will prepare conce tual plans for dry utility layout for the site. We will develop concept relocation and under - grounding plans, however ultimately, those final plans would come from the utility company and could take as much as 6 months to complete. Details of this scope of work item are as follows: i. Review dry utility plans as made available by the City. Notify City if utility plans appear to be incomplete or not accurate based on field observations. ii. Field site to review existing dry utilities, prepare redline notes indicating existing dry utilities. iii. Prepare composite dry utility plan indicting existing dry utilities. Plan to be based on utility plans obtained from City and field observation notes. iv. Provide concept (SDG&E) relocation plan for those utilities deemed to be in conflict with proposed grading or improvements. v. Provide concept (SDG&E) electric service plan for street light service point(s). vi. Submit project plans to impacted dry utility companies for initiation of their relocation design process. (Relocation or extension plans for construction are created by the impacted franchise utility companies and fake four to six months to obtain final designs. Based on the published project deliverable schedule it is anticipated work/coordination efforts to obtain utility relocation or extension plans will not occur under this contract). vii. Submit project plans to SDG&E for extension of street light service point(s). g. Erosion Control Plan; As.a part of the plan package, HZ will prepare an erosion and sediment control plan for incorporation into the plan set. h. Landscaping and Irrigation Plan; HZ will include on our team, Land Concern (Landscape Architect) and Water Concern (Irrigation Specialists) to prepare the plans necessary for the work associated with the trees that will be re -planted or protected in place, Details of Land Concern's scope of work items are as follows: viii. Attend initial project orientation and coordination meeting. ix. Review available project information. x, Participate in field reconnaissance to review existing conditions and existing trees that are to be protected in place. xi. Preparation of a Landscape Plan and an Irrigation Plan depicting new lemon trees and existing trees that are to be protected in place. xii. Preparation of details and specifications to support the Landscape Plan and Irrigation Plan. xiii. Assist in preparation of a Preliminary Cost Estimate xiv, Assist in bidding process xv. Kick-off meeting with City staff xvi. Park Planning Design Team meetings (3 meetings) Page 11 of 15 C Rf,yof San ua," w emo,n Grove _"U4e �- � I s Hydrology ReporUMap: Drainage reports for offsite areas historically tributary to the project site will be reviewed, It is anticipated that the most appropriate reports to review will be the drainage report prepared as part of the on-going Ortega Highway road improvement project and planning 1 drainage reports for the Ranch. If necessary, additional reports will also be reviewed to fully . describe the offsite drainage condition. The drainage features associated with the Ortega Highway project are not yet complete, thereby creating an interim drainage condition, It is not anticipated that this situation will have a significant impact on the drainage of this project. However, the situation will be reviewed and discussed in the final report. A hydrologic analysis will be prepared for the project site. As requested in the RFP, both 25- and 100 -year hydrologic analyses will be completed. The hydrologic analyses will be completed in accordance with the 1986 Orange County Hydrology Manual and 1996 Orange County Hydrology Manual Addendum No. 1. In an effort to minimize the drainage impacts from the project, the general approach will be to return flows redirected by the project grading to their existing drainage paths and outlet points. As such, surface flow patterns will be maintained when and where ever possible. It is not anticipated that any improved drainage features will be proposed aside from possible energy dissipating features such as placed rock where the grading of the site produces concentrated flow, A hydrology report will be prepared to include all assumptions, modeling criteria, and a general discussion of the results. Necessary tables and technical appendices will complement the report text. A hydrology map, to supplement the report text, will also be included in the final report. j. Project Specifications: Huitt-Zoliars will prepare Technical Specifications and Special Provisions per your requirements for bidding by the City. They will include the civil, landscape and irrigation plans. Special Provisions will be prepared in APWA "Greenbook 2009" format. A Bid Form will also be prepared. The documents will be prepared in a Microsoft Word and/or Excel Version 2003 format. k. Storm Water Pollution Prevention Plan (SWPPP): HZ will prepare a SWPPP to address treatment of runoff in accordance with the requirements of the 2009-0009-DWQ Construction General Permit. I. Water Quality Management Plan (WQMP): HZ will prepare a WQMP using the City standard and template. The WQMP will incorporate site design BMP's to capture pollutants prior to reaching San Juan Creek. m. Preliminary Engineers Opinion of Probable Costs: Quantity calculations and an Opinion of Probable Construction Costs will be prepared in accordance with the City's requirements utilizing current construction cost data and recent bid and contract unit prices as made available by the City, Cost Opinion will be prepared on Bid Form to facilitate direct comparison with bids. n. Easements: HZ will prepare legal descriptions for facilities described above including sewer, water (domestic and non -potable) and dry utilities. HZ will not be responsible for preparation of the easement deed form or any title work if necessary. Page 12 of 15 o. Permits: HZ will obtain a permit from Caltrans for the waterline. crossing of Ortega Highway. p. Geotechnical Report/Letter: GMU has reports which include the existing site data, and the fact that the current project only consists of minor grading and improvements, GMU proposes to provide geotechnical design services based solely on the existing data. We will review the project plans and provide additional project -specific geotechnical recommendations as necessary. We will prepare a letter report that documents project recommendations. Page 13 of 15 IV, Total: Fee Schedule Page 14 of 15 Preliminary Investigation: a. Meetings/Coordination including team members as necessary: $3,000 b. Project Review including team members as necessary: $2,500 c. Reconnaissance including team members as necessary: $1,500 Preparation of Plans and Support Documents: a. Preparation of Site Plan: $4,500 b. Grading and Drainage Plan: $6,500 c. Domestic Water Plans: $3,450 d. Non -Potable Water Pians: $3,450 e. Sanitary Sewer Plans with Lift Station: $7,750 f. Power and Lighting: $9,595 g. Erosion Control Plan: $2,700 h. Landscaping and Irrigation Plan: $14,200 i. Hydrology Report/Map: $4,700 j. Project Specifications: $4,400 k. Storm Water Pollution Prevention Plan (SWPPP): $7,700 I. Wafer Quality Management Plan (WQMP): $6,500 m. Preliminary Engineers ©pinion of Probable Costs: $2,500 n. Easements: $7,800 o. Permits: $1,200 p. Geotechnical Report/Letter: $2,300 q. Reimbursables: $3,000 $101,245 Page 14 of 15 Discussion: There are several issues with this Request for Proposal that require discussion prior to commencing work on the project. Some of these items impact the schedule such that the preparation of a schedule is difficult to present without the potential of misleading the City into thinking they can accomplish the design as requested in the time frame requested. These items include the following: • The final design for of the dry utilities will require more time to complete as described above within that scope item. ■ To convert the existing septic systems for the existing houses, a lift station will be necessary. Since the Master Plan for the park has not been completed, does it make sense to do this now? Again, because the Master Plan for the park is not completed yet, we are assuming that the drainage improvements will be kept to a minimum in keeping with your statement of maintaining existing drainage patterns, At such time as the Master Plan is completed, there is an approved outlet at the southwesterly comer of the property that could be constructed if necessary based on that future design, For this Phase 1, we are avoiding a design that would require that outlet. If infiltration features are required as part of the site design and WQMP, on-site percolation testing may be warranted. GMU can provide the percolation testing if necessary. If applicable, we anticipate the need for two to three percolation test pits up to 5 feet deep. GMU will excavate the percolation pits, provide a water source, pre -saturate the pits, and conduct percolation measurements. GMU will also process the data, calculate percolation rates, and prepare a letter that summarizes the percolation study. The optional percolation testing can be provided for an additional cost of $2,000. Considering the items noted above, we feel as though we can have the plans and reports requested completed for submittal to the City on August 1, 2010, keeping in mind the dry utility portion will be conceptual only. Page 15 of 15 HOURLY RATE SHEET 2010 Eno ineerna/Nann�na/ArcWtecture Principal -In -Charge. . . . . .. . . . . . . . . $2USJJO QA/QCMonnger . . . . . . . . . . . . . . . . . $ 190.00 Sr. Project Manager .............. 190.00 Project Manager ............ 175.00 Sr. Civil Engineer. . . . . . ... . . . 185.00 Civil Engineer . . . . . . . . . . . . . . .. 150.00 Engineer /EIT\............... .... . $1O5.O0 Sr. Designer ....... . . . .. . . . . . . . . $150.00 Designer . . . . . . . . . . . .' . . . . . . . . . . $125.00 Sr. CADD Technician .... . . . . . . . . . . $ 125.00 CADDTechnician ....... ... ....... $ 95.00 Sr. Structural Engineer ............ $175.00 Structural Engineer . . . . . . . . . . . . . . . ¢155.00 Sr. Mechanical Engineer. . . . . . . . . . . . $ 175.00 Mechanical Engineec . . . . . . . . . . .' . $ 155.00 Sc Electrical Engineer. . . .. . . . . . . . . ¢ 175.00 Electrical Engineer, ............... $l55-00 Plumbing Engineer. . . . . .. . . . . . . . . . $15OI0 Sr. Planner. . . . . . . . . . . . . . . . . .... $185JDO Planner. .. .. .. ... ... .. ......... $145l0 Sr, Architect .......... . . . . . . . . . $ 160.00 A . . . . . . . ... .. . . . . . . . . . . $12O.UO Architect Intern .............. . . . . $ 95.00 Sr. Landscape Architect . $ 145.00 Landscape Architect ... . . . . . . . . . . . $ 115.00 Landscape Architect Intern .......... $ 85.00 m/zxnvte-�co/lrwneFnlO1 0/5'10'10 Survey Manager. $ 190.00 Sr. Project Surveyor. $ 160.00 Project Surveyor. .. . . .. . .... . $ 135-00 Survey Tech. ....... .. ...... $ 11010 Survey Crew 1 -Person Survey Crew ..... . . . . $ 150.00 2 -person Survey Crew. . . . . . . $ 20500 3 -Person Survey Crew. . ..... $ 250.00 Construction Managemen Construction Manager . . . . . . . . . $ 190-00 Construction Management Suppod $ 125.00 Administrative Sr. Project Support ........... $ 95�00 Project Support .............. $ 65.00 Reimbursable Expense Consultant , . . . . . . . . . . . . . . . .Cost + 10% Other Direct Costs . . . . . . . .. . . . Cost + 1U9�Mileage... ... � . . standard bus�ness mileage rate TO. Joe Tait, City Manager FROM: Grant Taylor, Development Services Director SUBJECT. Consideration of Personal Services Agreement to Prepare Plans, Specifications, and Cost Estimates for the Lemon Grove Access Road Improvements — East Open Space (Hunt-Zollars, Inc.)(CIP No. 11202). RECOMMENDATION By motion, approve the selection of Huitt-Zollars, Inc. for preparation of the Plans, Specifications, and Cost Estimates (PS&E) for the Lemon Grove Access Road Improvements in an amount not to exceed $98,945; and authorize the City Manager to execute the Professional Services Agreement. SITUATION On June 1, 2010, the City Council approved the design concept for the Lemon Grove Access Road improvements and directed staff to proceed with the preliminary design of the road and associated improvements. The improvements include; • A 30 foot wide access road that connects from Ortega Highway to the lower pad of the lemon grove site. • Utility design (water, sewer, electrical). • Landscape & irrigation plan for replanting of lemon trees. To date, the City has acquired Surveying and Mapping data for the Lemon Grove Site that includes topography and utility easements. The City is currently conducting soils and geotechnical work on the site and work is expected to be completed in August 2014. The technical work that the soils/geotechnical and cultural resource consultants produce will be utilized by the civil engineering consultant to complete the PS&E package for the Lemon Grove Access Road Improvements. Staff solicited three qualified civil engineering firms provided by the Public Works Department. In response, the City received two proposals for the requested work from Huitt-Zollars, Inc. and Hall & Foreman, Inc. Staff evaluated the two proposals for consistency with the City's scope of work requirements, the firms' qualifications and experience, proposed project schedule, and familiarity with the project site. As a result of that evaluation, staff determined that the Huitt-Zollars, Inc., and Hall & Foreman, Inc. proposals were consistent with the City's scope of work requirements and met the consultant selection criteria established by City Council Policy 112. Because these two proposals were deemed to meet the City's selection criteria, consistent with Government Code Sections 4525 and 4526, staff evaluated the cost proposals by tasks 8/3/2010 Agenda Item page 2 August 3,2010 for the two qualifying submittals which ranged from $91,300 (Hall & Foreman, Inc.) to $101,245 (Huitt-Zollars, Inc.) and determined Huitt-Zollars, Inc. proposal to be the most cost -competitive and complete. Consequently, staff recommends selection of Huitt- Zollars, Inc. for the award of this contract work, exclusive of the geotechnical engineering work proposed for $2,300. However, the contract work will include the preparation of easement documents and securing of necessary permits totaling $9,000 which was not provided within Hall & Foreman's proposal. The Water Quality Management Plan (WQMP) proposed for $8,500 is not anticipated for this project phase but will be kept as an optional scope of work in case it is needed. NOTIFICATION Notification has been provided to the submitting consulting firms including: Huitt-Zollars, Inc. Hall & Foreman, Inc. IlOT_ III relgJ By motion, approve the selection of Huitt-Zollars, Inc. for preparation of the Plans, Specifications, and Cost Estimates (PS&E) for the Lemon Grove Access Road Improvements in an amount not to exceed $98,945, and authorize the City Manager to execute the Professional Services Agreement. Respectfully submitted, Grant Taylor Development Services Director Attachment: Prepared by, P._a,6�4w David Contreras Senior Planner 1. Professional Services Agreement (Huitt Zollars, Inc.) PERSONAL SERVICES AGREEMENT THIS AGREEMENT is made, entered into, and shall become effective this day of August, 2010, by and between the City of San ,Juan Capistrano (hereinafter referred to as the "City„) and Huitt-Zollars, Inc. (hereinafter referred to as the "Consultant"). RECITALS: WHEREAS, City desires to retain the services of Consultant regarding the City's proposal to secure a Plans, Specifications, and Cost Estimates for the planned Lemon Grove Access Road — East Open Space, and, WHEREAS, Consultant is qualified by virtue of experience, training, education and expertise to accomplish such services. NOW, THEREFORE, City and Consultant mutually agree as follows: Section 1. Scope of Work. The scope of work to be performed by Consultant shall consist of those tasks as set forth in Exhibit "A," attached and incorporated herein by reference. To the extent that there are any conflicts between the provisions described in Exhibit "A" and those provisions contained within this Agreement, the provisions in this Agreement shall control. Section 2. Term. This Agreement shall commence on the effective date and shall terminate, and all services required hereunder shall be completed, no later than December 31, 2010, Section 3. Compensation. 3.1 Amount. Total compensation for the services hereunder shall not exceed $98,945 (ninety-eight thousand, nine -hundred, and forty-five dollars and no cents), as set forth in Table 1 of Exhibit "A," attached and incorporated herein by reference; and noting exclusion of geotechnical engineering work proposed for $2,300; and whereby the WQMP is an optional item. 3.2 Method of Payment. Subject to Section 3.1, Consultant shall submit monthly invoices based on total services which have been satisfactorily completed for such monthly period. The City will pay monthly progress payments based on approved invoices in accordance with this Section. ATTACHMENT 1 3.3 Records of Expenses. Consultant shall keep complete and accurate records of all costs and expenses incidental to services covered by this Agreement. These records will be made available at reasonable times to City. Section 4. Inde endent Contractor. It is agreed that Consultant shall act and be an independent contractor and not an agent or employee of City, and shall obtain no rights to any benefits which accrue to City's employees. Section a. Limitations Upon Subcontracting and Assignment. The experience, knowledge, capability and reputation of Consultant, its principals and employees were a substantial inducement for City to enter into this Agreement. Consultant shall not contract with any other entity to perform the services required without written approval of the City. This Agreement may not be assigned, voluntarily or by operation of law, without the prior written approval of the City. If Consultant is permitted to subcontract any part of this Agreement by City, Consultant shall be responsible to City for the acts and omissions of its subcontractor as it is for persons directly employed. Nothing contained in this Agreement shall create any contractual relationships between any subcontractor and City. All persons engaged in the work will be considered employees of Consultant. City will deal directly with and will make all payments to Consultant. Section 6. Changes to Scope of Work. For extra work not part of this Agreement, a written authorization from City is required prior to Consultant undertaking any extra work. In the event of a change in the Scope of Work provided for in the contract documents as requested by the City, the Parties hereto shall execute an addendum to this Agreement setting forth with particularity all terms of the new agreement, including but not limited to any additional Consultant's fees. Section 7. Familiarity with Work and/or Construction Site. By executing this Agreement, Consultant warrants that: (1) it has investigated the work to be performed, (2) if applicable, it has investigated the work site(s), and is aware of all conditions there; and (3) it understands the facilities, difficulties and restrictions of the work to be performed under this Agreement. Should Consultant discover any latent or unknown conditions materially differing from those inherent in the work or as represented by City, it shall immediately inform the City of this and shall not proceed with further work under this Agreement until written instructions are received from the City. Section 8. Time of Essence. Time is of the essence in the performance of this Agreement. 2 Section 9. Compliance with Law; E -Verify. 9.1. Compliance with Law. Consultant shall comply with all applicable laws, ordinances, codes and regulations of federal, state and local government. 9.2. E -Verify. If Consultant is not already enrolled in the U.S. Department of Homeland Security's E -Verify program, Consultant shall enroll in the E -Verify program within fifteen days of the effective date of this Agreement to verify the employment authorization of new employees assigned to perform work hereunder. Consultant shall verify employment authorization within three days of hiring a new employee to perform work under this Agreement. Information pertaining to the E -Verify program can be found at t t�://www.uscis. ov, or access the registration page at httos://www.vis-dhs,com/emL)Ioverreqistration. Consultant shall certify its registration with E -Verify and provide its registration number within sixteen days of the effective date of this Agreement. Failure to provide certification will result in withholding payment until full compliance is demonstrated. Section 10. Conflicts of Interest. Consultant covenants that it presently has no interest and shall not acquire any interest, direct or indirect, which would conflict in any manner or degree with the performance of the services contemplated by this Agreement. No person having such interest shall be employed by or associated with Consultant. Section 11. Copies of Work Product. At the completion of the work, Consultant shall have delivered to City at least one (1 ) copy of any final reports and/or notes or drawings containing Consultant's findings, conclusions, and recommendations with any supporting documentation. All reports submitted to the City shall be in reproducible format, or in the format otherwise approved by the City in writing. Section 12. Ownership of Documents. All reports, information, data and exhibits prepared or assembled by Consultant in connection with the performance of its services pursuant to this Agreement are confidential to the extent permitted by law, and Consultant agrees that they shall not be made available to any individual or organization without prior written consent of the City. All such reports, information, data, and exhibits shall be the property of the City and shall be delivered to the City upon demand without additional costs or expense,to the City. The City acknowledges such documents are instruments of Consultant's professional services. 3 Section 13. Indemnity. To the fullest extent permitted by law, Consultant agrees to protect, defend, and hold harmless the City and its elective and appointive boards, officers, agents, and employees from any and all claims, liabilities, expenses, or damages of any nature, including attorneys' fees, for injury or death of any person, or damages of any nature, including interference with use of property, arising out of, or in any way connected with the negligence, recklessness and/or intentional wrongful conduct of Consultant, Consultant's agents, officers, employees, subcontractors, or independent contractors hired by Consultant in the performance of the Agreement. The only exception to Consultant's responsibility to protect, defend, and hold harmless the City, is due to the negligence, recklessness and/or wrongful conduct of the City, or any of its elective or appointive boards, officers, agents, or employees. This hold harmless agreement shall apply to all liability regardless of whether any insurance policies are applicable. The policy limits do not act as a limitation upon the amount of indemnification to be provided by Consultant. Section 14. Insurance. On or before beginning any of the services or work called for by any term of this Agreement, Consultant, at its own cost and expense, shall carry, maintain for the duration of the agreement, and provide proof thereof that is acceptable to the City, the insurance specified below with insurers and under forms of insurance satisfactory in all respects to the City. Consultant shall not allow any subcontractor to commence work on any subcontract until all insurance required of the Consultant has also been obtained for the subcontractor. Insurance required herein shall be provided by Insurers in good standing with the State of California and having a minimum Best's Guide Rating of A- Class VII or better. 14.1 Comprehensive General Liability. Throughout the term of this Agreement, Consultant shall maintain in full force and effect Comprehensive General Liability coverage in an amount not less than one million dollars per occurrence ($1,000,000.00), combined single limit coverage for risks associated with the work contemplated by this agreement. If a Commercial General Liability Insurance form or other form with a general aggregate limit is used, either the general aggregate limit shall apply separately to the work to be performed under this agreement or the general aggregate limit shall be at least twice the required occurrence limit. 14.2 Comprehensive Automobile Liability. Throughout the term of this Agreement, Consultant shall maintain in full force and effect Comprehensive Automobile Liability coverage, including owned, hired and non - owned vehicles in an amount not less than one million dollars per occurrence ($1,000,000.00). Ell 14.3 Worker's Compensation. If Consultant intends to employ employees to perform services under this Agreement, Consultant shall obtain and maintain, during the term of this Agreement, Worker's Compensation Employer's Liability Insurance in the statutory amount as required by state law. 14.4 Proof of Insurance Requirements/Endorsement. Prior to beginning any work under this Agreement, Consultant shall submit the insurance certificates, including the deductible or self -retention amount, and an additional insured endorsement naming City, its officers, employees, agents, and volunteers as additional insureds as respects each of the following: Liability arising out of activities performed by or on behalf of Consultant, including the insured's general supervision of Consultant; products and completed operations of Consultant; premises owned, occupied or used by Consultant; or automobiles owned, leased, hired, or borrowed by Consultant. The coverage shall contain no special limitations on the scope of protection afforded City, its officers, employees, agents, or volunteers. 14.5 Errors and Omissions Coverage Throughout the term of this Agreement, Consultant shall maintain Errors and Omissions Coverage (professional liability coverage) in an amount of not less than One Million Dollars ($1,000,000). Prior to beginning any work under this Agreement, Consultant shall submit an insurance certificate to the City's General Counsel for certification that the insurance requirements of this Agreement have been satisfied. 14.6 Notice of Cancellation/Termination of Insurance. The above policy/policies shall not terminate, nor shall they be cancelled, nor the coverages reduced, until after thirty (30) days' written notice is given to City, except that ten (10) days' notice shall be given if there is a cancellation due to failure to pay a premium. 14.7 Terms of Compensation. Consultant shall not receive any compensation until all insurance provisions have been satisfied. 14.8 Notice to Proceed. Consultant shall not proceed with any work under this Agreement until the City has issued a written "Notice to Proceed" verifying that Consultant has compiled with all insurance requirements of this Agreement. Section 15. Termination. 5 City shall have the right to terminate this Agreement without cause by giving thirty (30) days' advance written notice of termination to Consultant. In addition, this Agreement may be terminated by any party for cause by providing ten (10) days' notice to the other party of a material breach of contract. If the other party does not cure the breach of contract, then the agreement may be terminated subsequent to the ten (10) day cure period. Section 16. Notice. All notices shall be personally delivered or mailed to the below listed addresses, or to such other addresses as may be designated by written notice. These addresses shall be used for delivery of service of process: To City: City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano, CA 92675 Attn: David Contreras, Senior Planner To Consultant: Huitt-Zollars, Inc. 430 Exchange, Suite 200 Irvine, CA 92602-1315 Attn: Jim Gillen, P.L.S., Vice President Section 17, Attorneys' Fees. If any action at law or in equity is necessary to enforce or interpret the terms of this Agreement, the prevailing party shall be entitled to reasonable attorneys` fees, costs and necessary disbursements in addition to any other relief to which he may be entitled. Section 18. Dispute Resolution. In the event of a dispute arising between the parties regarding performance or interpretation of this Agreement, the dispute shall be resolved by binding arbitration under the auspices of the Judicial Arbitration and Mediation Service ("JAMS"). Section 19. Entire Agreement. This Agreement constitutes the entire understanding and agreement between the parties and supersedes all previous negotiations between them pertaining to the subject matter thereof. N IN WITNESS WHEREOF, the parties hereto have executed this Agreement. ATTEST: Maria Morris, City Clerk APPROVED AS TO FORM:. Omar Sandoval, City Attorney CITY OF SAN JUAN CAPISTRANO By: Joe Tait, City Manager CONSULTANT By Y• Huitt-Zollars, Inc, Ken Rukavina, P.E., Vice President CA PE # C42866 5 EXHIBIT A lA Y _' to " t HUITTZOLLARS, INC. - 430 Ex6ange r 5uite 200 - Irvine, CA 92602-1315 � 7':4.734,5100 phone + 714.734.5155 €ax E hunt- zolIcrs_com July 6, 2010 RECEIVE[ Messrs David Contreras and Khoon Tan Coy iriunityDevelopment Department JUL 0 6 2010 City of San Juan Capistrano 2400 Pasco Adelanto COMMUNITY DEVELOPMENT San Juan Capistrano, CA 92675 RE: Lemon Grove Site Improvements (Last Open Space Park Improvements, Please 1) Dear Messrs Contreras and Tan, fLuilt-Zollars is pleased to submit the attached (2) copies of our proposal for the Lemon Grove Site Improvements. We have included our Master Insurance Certificate and our rate sheet at the back of our submittal. We look forward to heari.n.g from you, and if you have any questions regarding this submittal, please call yrs. We thank you for this opportunity. Sincerely, Huitt-Zollars, Inn. 'Jirn Gillen, P.L.S. C ice resident -,A, -PLS No. 5557 Ken Rukavina, P.E. Vice President/Office Manager CA. PE No. 42866 Cc: Scott Reed, Iuitt-Zollars m/a-/lei j ,-contr-tan/eh Cir, �+'..�'f Sari a riaf?C4.e��L�a4.v'. �ta'p ��� L,,W rx1rN Gr,tvo n Mm3s, I Huitt-Zollars, Inc. is a full-service engineering and architectural firm providing civic engineering services to public and private clients throughout the West, with offices in Irvine, Westlake Village, and Ontario, California; Dallas, t=ort Worth, Austin, Houston, and El Paso, Texas; Phoenix, Arizona; Albuquerque and Rio Rancho, New Mexico; Seattle and Tacoma, Washington; and Denver, Colorado. Established in 1975, the firm has a staff of approximately 425 professional, technical, and support personnel, with diversified skills, capable of handling highly complex multidiscipline assignments. The firm is ranked among the nation's top 150 design firms by Engineering News -Record. Our projects include a wide range of parks improvements including active and passive use areas, buildings and restrooms, running tracks, fountains and water play areas, activity and nature trails, regional riding and hiking trails, storm drainage and ponds, utilities, and roadways. Our team of engineers, architects and subconsultants will collaborate throughout the design process to ensure quality project deliverables. Other benefits of this approach include quick detection of potential problems, enhanced communication and cooperation between disciplines. The goal of our managers is to exceed client expectations. Our civil project experience ranges from master plan studies to implementation. Specialty disciplines include: Trails Circulation Planning Building Layout Grading Design Drainage Design Sanitary Sewers Roadways Parking Lots Structures Permitting Wafer Systems Wetland Mitigation The strength of Hui#f-Zollars lies in its people, and their ability to provide expertise in all disciplines required for a project. This full-service capability affords coordination beyond the primelconsuitant organization since in-house lines of communication are firmly established and easy to maintain. This arrangement also provides a single focus for the project, resulting in smoother progression; efficient designs that balance function, economics, and aesthetics; and construction documents that incorporate our client's objectives. Huitt-Zollars can take a project from start to finish, from initial study through the design process to construction management. With three offices in Southern California, Huitt-Zollars has the resources and capabilities to quickly provide adequate staff for any task order on a timely basis. We understand that performance is the key to success and our clients find that adherence to high standards of performance and responsiveness sets us apart from the competition. The only real indication of performance is client satisfaction. Our performance and success are measurable — more than 80 percent of our annual fees come from repeat clientele, proof that our philosophy is working. HZ offers you a statement that guides our interactions with our clients: "We Are People Committed To Understanding And Meeting The Needs Of Our Clients With Quality And Integrity. " -PENCI'IC RELATED EXPEMENCE Huitt-Zollars has served as the on-call engineering consultant to public agencies such as Counties of Orange and Los Angeles, Anaheim Redevelopment Agency, Long Beach Redevelopment Agency, Huntington Beach, Fullerton, Santa Ana, Mission Viejo, and Yorba Linda. In this capacity, the firm routinely prepares plans, specifications, reports and studies, permit applications, schedules, and cost estimates for a wide variety of public infrastructure projects. Huitf-Zollars possesses the technical ability to perform. the work associated with this project as is evidenced by the representative projects listed below, Page 1 of 15 -ff,v of saps Jlsai ca'p'b i", z3rp 1 .ui-rgo,g Grave she" F�hass I 6,FoBP q'is x'' C,dF C.is d &' 5yi ES CA RqpaYF.s -• or,�.m { §�J kYJF A E?�y aYRfl-f4trma As an assignment of an on-call contract with OC Parks, Hultt-Zollars is preparing documents for FEMA Storm Repair Projects in Orange County Regional Parks. Huitt-Zollars is evaluating and documenting existing conditions; researching and coordinating relative to current regulatory permits and environmental approvals; preparing Maintenance Inspection Reports for assigning work to County Public Works Operations and Maintenance staff; preparing scopes of work, drawings, work instructions, and full plans, specifications and estimates for repair work, including silt removal, slope reconstruction, and construction of gablons and mechanically -stabilized earth retaining structures. Scope of work includes Aliso and Wood Canyon Wilderness, Carbon Canyon, Caspers Wilderness, Laguna Coast, Limestone Canyon, Mason, Modjeska Wilderness, O'Neill, Santiago Oaks, and Upper Newport Bay Nature Preserve Regional Parks. Services provided for City of Huntington Beach ("Surf City") included preliminary engineering and cost estimating; conceptual design; topographic surveying; utility coordination; and final plans, specifications and estimates for construction of seven permanent restrooms along approximately 2 miles of city beach. Construction pians are being prepared for two accessibility ramps from Pacific Coast Highway down to beach; two wastewater lift stations; gravity and force main sewer systems; water and electrical distribution systems; and precise grading for buildings and paved pathways, Ctak e4y t`eg# nal E a�5rrci. y M`xuspor i0f, .nviFc$".Inot-r,v?5 an Ridgulatoly:"e.rnIita,iiny &p"R, .orp o;,-a.ffo Huitt-Zollars provided preliminary engineering and support to PCR Services for their preparation of environmental documentation and regulatory permits for repairing storm damage at Orange County's Regional Parks. During site visits, Huitt-Zollars verified and prepared sketches of existing conditions, and evaluated opportunities and constraints for construction access and staging, to assist PCR in providing information for FEMA funding applications and regulatory permitting. Scope of services included Mason and Santiago Oaks Regional Parks, and Modjeska Wilderness and Upper Newport Bay Nature Preserves, BIrf1 , BaTst"I"3 %S S. Pd sF i .° k wka A nszbeim, iG aflfo `nip. Civil engineering. and surveying are being provided by Huitt-Zollars for the preparation of grading, paving and utility construction plans for upgrading a maintenance road to become a public recreation trail along the perimeter of Orange County Water District's groundwater recharge basin. The project is being developed by the City of Anaheim Community Services/Parks Department and will include contour -graded scenic overlooks, trail with permeable paving, prefabricated restrooms, and sewer lift stations. Huitt- Zollars was a subconsultant to MIG. Page 2 of 15 „,t„m C,3!ax:Aree4 , >Ve, Fmd! �,,*d LonguK3e,-e ok ..a _a',.s H-a)ar,r"ga Preliminary engineering, civil construction plans, specifications and estimates were prepared for these city recreation trail projects along the San Gabriel River. The Lakewood segments linked Monte Verde Park with Carson Street and Del Amo Boulevard. The design included reconstruction of Los Angeles County Flood Control District's access driveway to meet ADA accessibility requirements and grading of trail ramp embankments. The Long Beach segment will be between Spring and Atherton Streets adjacent to EI Dorado Park Golf Course. Huitt-Zollars was a subconsultant to MIG for the Lakewood segments. For the Long Beach segment, MIG was a subconsultant to Huitt-Zollars for the preliminary design, and Huitt-Zollars is a subconsultant to MIG for the final PS&E. T oldanga Creek Ch$ ,, asl R�,st wati` n Rasokarce of the Santa [Vion ca ta: ou t ips Huitt-Zollars prepared the grading improvement plans for removal of an un - permitted berm in Topanga Creek that had been constructed by residents to redirect the flow of the creek. The earth that was used to construct the berm was contaminated and special consideration had to be made to protect the creek during construction. The design was prepared to return the channel to its historical natural condition. The Resource Conservation District of the Santa Monica Mountains directed this work in conjunction with the California Department of Parks and Recreation, The plans were prepared to CDPR standards. Huitt-Zollars is currently providing design services for Overlook Park along the bluffs in San Pedro. The intent of this project is to convert an existing parking lot into a local park to correct public safety concerns and to provide viewpoints and access points to the Ports of Los Angeles and Long Beach. This site is immediately adjacent to the area known as Sunken City; a section of the bluffs that held a roadway and homes that failed and sank toward the ocean. Infiltration of irrigation for the park is a major concern and the design team had to consider all ways to minimize irrigation, infiltration, and erosion. We worked closely with the geotechnical engineer to develop an acceptable solution. The proposed improvements create a key segment of the California Coastal trail along a coastal bluff -top park overlooking and immediately bordering Los Angeles Harbor. Page 3 of 15 The Huitt-Zollars team has the personnel and experience to provide the City of San Juan Capistrano with quality services and products that are on schedule and within budget. Hunt-Zollars' team members have provided multiple services for this type of project that require compliance with owner standards, and master plans. The In -House Team, supplemented by a strong team of subconsultants, will be organized around our project Manager, Scott Reed, PP. HE LEMON GROVE (East Open Space 'ark Improvements Phase 1) City of San Juan Capistrano JimGIIlen PLS' Principal In Charge. SGoft Deed PE Project Manager Hunt=Zoliars, Ine'' Land concern water concern Utility Specialists GMU Geotechnical. C€vtllSuNv y Landscape Architect irr3gaf€an Dry Utili y Caprdinafion Geofschn€cal C e Gillen PL Mike Sweeney:ASLA' Steve l-lah! leffHamen ArpoTayI& Geologist We Gillen PL5 ` . Ryan Peng E17 Wage 4 of 15 'a 171y c) a JGIan" CN��.'d$B bs,ibra o L..,mnrgoii Grove Site,, Phase I H U Wr-zol_ LARS STAFF SCOTT REE©, PE Project Manager Scott Reed has experience in working on urban design projects throughout Orange County, California. He has worked with local agencies dealing with issues associated with initial punning and extending through final design. He has also completed many residential and commercial development projects in California and Louisiana including design of parks, grading plans, streets; drainage, water distribution and sewer collection systems, and water quality management plans. He is experienced in preparing cost estimates and specifications for urban design projects. RELEVANT PROJECT EXPERIENCE • El Camino Real Park— Orange, California • Rancho Mission Viejo, Ranch Plan - Southern. Orange County, California • Ortega Highway (SR -74) — Southern Orange County, California • Chateau Mirage Golf Course Development JIM GILLEN, PLS, Principal in Charge Jim Gillen has a strong background in public infrastructure projects. He has worked on City, Community and County Regional Parks, and has served as Project Manager or Principal in Charge on scores of projects for Rancho Mission Viejo. Mr. Gillen has a very good understanding of the issues that impact this particular park site stemming from his work with on the property while owned by Rancho Mission Viejo, He worked with the city on the annexation of this property to the city. During his professional career, Mr. Gillen has served as Principal. in Charge, Project Manager and Project Surveyor for numerous city, county, redevelopment agency and community facilities district projects. RELEVANT PROJECT EXPERIENCE • Ladera Ranch Sports Park (Cox Sports Park) • Rancho Mission Viejo, Ranch Plan - Southern Orange County, California • Ortega Highway (SR -74) — Southern Orange County, California CARL TAYLOR, PE, LEER AP GradingIDrainage/Roadways/utilities Carl Taylor has a strong background in public infrastructure projects. He has worked on City, Community and County Regional Parks; pedestrian, bicycle, and riding and hiking trails; pedestrian bridges; arterial highways and intersections, local and neighborhood streets, master plan and local storm drains, streetscapes, vehicular bridges, city halls, libraries, community centers, memorials and plazas, parking lots, and sewer and water facilities. During his professional career, Taylor has served as project manager and project engineer, providing plans, specifications, estimates, and construction administration and support for numerous city, county, redevelopment agency, federal, and community facilities district projects. RELEVANT PROJECT EXPERIENCE • County Regional Parks FEMA Repairs; OC Parks -Orange County, California • County Regional Parks Environmental Documentation & Regulatory Permitting; PCR Services Corporation • Beach Restrooms - City of Huntington Beach, California • Burris Basin Recreation Area - Anaheim California Page 5 of 15 MIKE GILLEN, LS Grading/Drainage/Roadways Michael Gillen has 13 years of experience participating in a wide range of endeavors, from parks, including trails, drainage, grading and parking lots, commercial, industrial, and residential development projects to educational and medical facilities. His extensive engineering experience includes management of both large and mid-size projects. He has a strong background in grading plans and infrastructure design, including sewer, water, and storm drains, and has performed utility coordination. In addition, he has provided agency coordination, client and team consultant coordination, and budget and scheduling services for his projects. RELEVANT PROJECT EXPERIENCE • OC Parks — Orange County, California • Magnolia Park— Anaheim, California • Loker Student Union Renovation and Expansion —Dominguez Hills, California ® Nixon Library & Museum — Yorba Linda, California RYAN PENG, EIT Grading/Drainage/Roadways/Utilities Ryan Peng has experience in working on various public works infrastructure, transportation, and commercial and residential development projects throughout Orange County and Southern California at large, His completed infrastructure projects include design of streets, storm drains, grading plans, and wafer distribution and sanitary sewer systems. Feng is also experienced in preparing cost estimates and specifications. RELEVANT PROJECT EXPERIENCE • Beach Restrooms — City of Huntington Beach, California • Ortega Hwy (SR -74) Sidewalks and Maintenance Roads - Southern Orange County, California • Infrastructure Development for The Collection at Riverpark - Oxnard, California • Plaza San Clemente — City of San Clemente, California KEN RUKAVINA, PE Quality Assurance Ken Rukavina has more than 24 years of experience in municipal public works and transportation engineering. His public experience includes six years in municipal government serving as civil engineer and construction manager, and 18 years experience as a consulting engineer serving local agencies as Contract City Engineer, Project Engineer and Construction Manager. He is experienced in the management of multidiscipline projects and projects involving teams and joint ventures. He has managed the design and construction of roads; street widening, reconstruction and rehabilitation; sanitary sewer collection and outfall mains; water transmission, distribution, storage and pumping facilities; storm drains, flood control structures and storm water management; bridges, and retaining wall structures. Rukavina has also been responsible for administering, as well as developing engineering reports, such as hydrology studies and sewer and water master plans; preparation of City Council staff reports, resolution, and ordinances; and preparing funding applications for state, federal and local funds. Rukavina served the City of Rosemead, California as City Engineer/Director of Public Works for over 10 years. Rukavina has implemented and/or has overseen numerous federally funded projects from funding application, to request for authorization to advertise, to final invoicing. RELEVANT PROJECT EXPERIENCE a City Engineering Services Page 6 of 15 S 8 Oi S1J'-T N S Landscape Architect. Land Concern Located in Santa Ana, Land Concern, LTD is a landscape architectural firm that is highly respected for its innovative landscape design. Land Concern has been involved in all facets of environmental architecture since 1974, and has worked with many different developers, cities, and countries to develop appealing streetscape master plans, recreational facilities, and parks. Land Concern approaches each project as a team effort. The principals of Land Concern take an active role in each and every project from conception and design through construction and completion. Their skills and insights, combined with those of an impressive staff of landscape planning professionals, the latest technology, a strong emphasis on team effort, and a commitment to excellence, produce environmental solutions that are dynamic, innovative, and people oriented. Land Concern has numerous accolades, including 2006 U. L. I, Award of Excellence, several MAME (Major Achievements in Marketing Excellence) Awards; SAM (Safes and Marketing) Awards; and Gold Nugget Awards. • Address: 1750 E. Deere Ave, Santa Ana, CA 92705 • Telephone: (949) 250-4822 • Point of Contact: Mike Sweeney — Principal- sweeneym@landconcern.com a Services provided for this project: Landscape Architecture Ladera Ranch A 4,000 acre master planned community in an unincorporated portion of the County of Orange adjacent to the City of Mission Viejo, with 2,400 developed acres and 8,100 dwelling units. Design emphasis was based on developing 5 villages with distinct characters and strong pedestrian connectivity along streetscapes, linear open space, and recreational areas. Ladera Ranch is a mix of various densities of residential housing, retail, business park and community facilities. Land Concern was the Master Landscape Architectural firm responsible for developing visioning, construction documents and installation observation for all major arterial highways including Antonio Parkway and Crown Valley Parkway through coordination with the County of Orange. In addition, internal collector streets, common landscape areas, green belts, recreational facilities, and retail centers were included in the visioning. Caltrans Ortega Highway Widening Project Widening of existing Ortega Highway within Rancho Mission Viejo, County of Orange, CA. Scope of work included portion of Ortega Highway from the eastern boundary of the City of San Juan Capistrano, through the intersection of Ortega Highway and Antonio Parkway/La Pata to the western boundary of preserved open space. Land Concern is the Master Landscape Architectural firm responsible for developing visioning and construction document coordination. Page 7 of 15 a Irrigation, Cons t ant: Water Concern Water Concern, Ltd. is an independent irrigation design and water management consulting firm incorporated in the State of California in June, 2000 and consists of one office located in Rancho Santa Margarita, California. Water Concern, Ltd. is a multi faceted collaboration, specializing in large scale irrigation master planning and design, irrigation retrofit, water management, and central control systems. Experiences range from parks, sports fields, streetscapes, master planned communities, community associations, and commercial landscapes. We are comprised of a team of experienced irrigation professionals; many hold multiple certifications and are highly regarded for their irrigation and water management solutions. 0 Address 29829 Santa Margarita Parkway, Suite 200, Rancho Santa Margarita, CA 92688 s Telephone: (949) 635-0474 • Point of Contact: Steve Hohl— Principal- shohl@waterconcern.com o Services provided for this project: Irrigation Consultant Ladera Ranch Common Area Landscape Irrigation Rancho Mission Viejo Mariners Park, Newport Beach City of Newport Beach Mapleton Park and Community, Murrieta, California Bluestone Communities Dry UtilityConsultant: UtiRity Specialists Established in 1976, Utility Specialists provides natural gas, electric, telephone and cable television system design and extension negotiation services. The firm has managed projects throughout California, Arizona, Nevada and Colorado. Utility Specialists and its affiliates* are staffed by project managers with extensive dry utility experience. The support staff consists of highly skilled design and technical personnel. Utility Specialists has computer-aided natural gas, electric, telephone, and cable television design capability, as well as computerized project status monitoring. This company was the first firm to offer dry utility construction coordination to ensure timely and efficient facility installation and energizing once the design please is completed. ® 24551 Raymond Way, Suite 100, Lake Forest, CA 92630 (949)-770-1900 • Point of Contact: Jeff Hamen, Principal • Services provided for this project: Dry Utility consulting County of Orange, La Pata Road Extension (wl LSA) City of San Juan Capistrano (Currently On -Going) Road extension PSR, Responsible for coordination and planning with SDG&E, SCE Transmission, City of San Juan Capistrano, City of San Clemente, County of Orange, LSA, to establish resolution of proposed road alignment with major Southern California Electric Transmission corridor. State Route 74 (Ortega Hwy) Rancho Mission Viejo, City of San Juan Capistrano Road widening, Responsible for coordination and planning with Caltrans, civil engineer, Rancho Mission Viejo, and electric utility agency to provide conflict resolution and construction management. Page 8 of 15 4y of San J&oaf a��s����sfi �n��za3-non Grove Site, 1.1has: hI Gaoteci" roc l Consultant GMU Go t;echnlcog , kicc GMU Geotechnical, Inc. (GMU) was rated in 2008 by the County of Orange as one of the top geotechnical engineering consultants in Orange County and, as a result, is currently performing geotechnical services under three "on-call contracts" with Orange County Public Works for the Materials Laboratory and the Orange County Flood Control District. GMU is fully capable of providing geotechnical support services for the Orange County Parks Design Division which include design of retaining walls, soil nailing, soil reinforcement, etc.; development and implementation of field investigation plans involving field data collection as deemed necessary; development of laboratory testing programs to conduct soils surface and subsurface characterization tests as applicable to the needs of the specific project and performance of such tests; development of seismic analysis and design criteria in accordance.with code or other design requirements; recommendations for allowable soil bearing pressure and design of foundations; embankment and excavation procedures; settlement and consolidation analyses; compaction recommendations; lateral, active, and passive earth pressures; dewatering, subsidence, landslide mapping, slope stabilization, sudden drawdown, soil corrosion, erosion, sedimentation control, and other applicable design criteria as deemed necessary. • Address: 23241 Arroyo Vista, Rancho Santa Margarita, CA 92688 • Telephone: (949)-888-6513 • Point of Contact: Aron Taylor - Geologist - ataylor@gmugeo.com • Principals: Gary Urban, Greg Silver • Services provided for this project: Geotechnical review GMU Geotechnical, Inc. has provided geotechnical services for numerous public works projects, including a number of major park -related projects throughout Orange, San Diego, Los Angeles,. and Riverside Counties. The following are several of the major park projects for which GMU provided the necessary geotechnical services: • El Moro Trailer Park Conversion at Crystal Cove State Park (2008) Client: State of California Department of Parks and Recreation • Chino Hills Sports Park (2007) Client. City of Chino Hills • Sea Terrace Park (2008) Client: City of Dana Point • Jurupa Water Park (current) Client: City of Jurupa • Long Beach Sports Park (current) Client: City of Long Beach • Newport Coast Reef Point Park (2006) Client. Irvine Community Development Company, LLC • Tierra Grande Park (2005) Client: Talega Associates, LLC • Alicia Skate, Soccer, and Basketball Park (2005) Client. City of Laguna Niguel Page 9 of 15 Preliminary Investigation: Meet! ngsiCoordination: Meet with City representatives to review the project in detail and determine the requirements and procedures for the preparation of plans, together with periodic City review and coordination, and status meetings. For the purposes of this proposal, we are assuming 5 meetings at 2 hours each. b. Project Review: Review available information pertaining to the project including the existing surveying and mapping data, and other available plans pertinent to perform the design of this project. c. Reconnaissance: Perform preliminary field reconnaissance to identify existing improvements and to secure a general perspective on current field conditions at the project site. II. Preparation of Plans and Support Documents: a. Preparation of Site Plan: Huitt-Zollars (HZ) will prepare a site plan of the project area which will include the influence of the Ortega Highway widening project that is currently underway. The site plan will be a combination of existing topographic base information along with the Ortega improvements added as if that project were complete. The Site Plan will include structures, property lines, easements, setback information, driveways, sidewalks swales, roads fencing and other existing and/or proposed site features as available and applicable. The site plan will also show the location of the proposed new lemon trees to assist in the planting of those trees. HZ will need input from the City on the location and number of the trees in order to show them properly. We will also show easements of record that we are aware of based on the last title report in our possession. Should the City want to have current title exceptions (easements) shown, we are assuming that the City will provide a current Preliminary Title Report that covers the property. b. Grading and Drainage Plan: HZ will prepare a Grading and Drainage Plan depicting the proposed access road utilizing the Site Plan as a base, This plan will show necessary grading, drainage facilities, edge condition constraints and grading quantities. Existing Drainage patterns will be maintained to the maximum extent possible. Drainage from north of Ortega should not be a concern as that drainage has been captured in the Drainage facilities designed and constructed with the Ortega Highway project. c. Domestic Water Plans: HZ will prepare Domestic Water plans to service the site. Direction from the City will have to be provided as to where the 24" sleeve is located that is referenced in the RFP, as HZ is not aware of that crossing. We are assuming that this system will be designed with input from the City's water department even though the property is within SMWD's influence. Also, if the domestic water and non -potable water are to be in the same 24" sleeve, as stated in the RFP, standard separation issues will need to be understood prior to commencing our work. Ultimate water supply demand will be provided by the city in order to size the facilities correctly. Page 10 of 15 item &Safi Juan. Capistrar., a Grp*,e Site,, base d. Non -Potable Water Plans: HZ will prepare Non -Potable Water plans to service the site. Please see above for the same concerns regarding this system. e. Sanitary Sewer Plans with Lift Station: HZ will prepare sewer plans to convert the existing structures near Ortega Highway (4 structures maximum, not including structures more than 300' from Ortega), from septic systems to a single lift station to get flows into the existing gravity lateral stubbing from the Ortega Highway sewer main line. Power and Lighting: HZ, in concert with Utility Specialists as our sub -consultant will prepare conceptual plans for dry utility layout for the site. We will develop concept relocation and under - grounding plans, however ultimately, those final pians would come from the utility company and could take as much as 6 months to complete. Details of this scope of work item are as follows: i. Review dry utility plans as made available by the City. Notify City if utility plans appear to be incomplete or not accurate based on field observations. ii. Field site to review existing dry utilities, prepare redline notes indicating existing dry utilities. iii. Prepare composite dry utility plan indicting existing dry utilities. Plan to be based on utility plans obtained from City and field observation notes. iv. Provide concept (SDG&E) relocation plan for those utilities deemed to be in conflict with proposed grading or improvements. v. Provide concept (SDG&E) electric service plan for street light service point(s). vi. Submit project plans to impacted dry utility companies for initiation of their relocation design process. (Relocation or extension plans for construction are created by the impacted franchise utility companies and take four to six months to obtain final designs. Based on the published project deliverable schedule it is anticipated work/coordination efforts to obtain utility relocation or extension plans will not occur under this contract). vii. Submit project plans to SDG&E for extension of street light service point(s). g. Erosion Control Plan: As a part of the plan package, HZ will prepare an erosion and sediment control plan for incorporation into the plan set. h. Landscaping and Irrigation Plan: HZ will include on our team, Land Concern (Landscape Architect) and Water Concern (Irrigation Specialists) to prepare the plans necessary for the work associated with the trees that will be re -planted or protected in place. Details of Land Concern's scope of work items are as follows: viii. Attend initial project orientation and coordination meeting, ix. Review available project information, x. Participate in field reconnaissance to review existing conditions and existing trees that are to be protected in place. xi. Preparation of a Landscape Pian and an Irrigation Plan depicting new lemon trees and existing trees that are to be protected in place. xii, Preparation of details and specifications to support the Landscape Plan and Irrigation Plan. xiii. Assist in preparation of a Preliminary Cost Estimate xiv. Assist in bidding process xv. Dick -off meeting with City staff xvi. Park Planning Design Team meetings (3 meetings) Page 11 of 15 z 'ff� f of Sad? jj� ,'ayj ��""�� €a e.*T inn rp;re_ ve Site, P'r?ase I L Hydrology Report/Map: Drainage reports for offsite areas historically tributary to the project site will be reviewed. It is anticipated that the most appropriate reports to review will be the drainage report prepared as part of the on-going Ortega Highway road improvement project and planning 1 drainage reports for the Ranch. If necessary, additional reports will also be reviewed to fully describe the offsite drainage condition. The drainage features associated with the Ortega Highway project are not yet complete, thereby creating an interim drainage condition. It is not anticipated that this situation will have a significant impact on the drainage of this project However, the situation will be reviewed and discussed in the final report. A hydrologic analysis will be prepared for the project site, As requested in the RFP, both 25- and 100 -year hydrologic analyses will be completed. The hydrologic analyses will be completed in accordance with the 1986 Orange County Hydrology Manual and 1996 Orange County Hydrology Manual Addendum No. 1. In an effort to minimize the drainage impacts from the project, the general approach will be to return flows redirected by the project grading to their existing drainage paths and outlet points. As such, surface flow patterns will be maintained when and where ever possible. It is not anticipated that any improved drainage features will be proposed aside from possible energy dissipating features such as placed rock where the grading of the site produces concentrated flow. A hydrology report will be prepared to include all assumptions, modeling criteria, and a general discussion of the results. Necessary tables and technical appendices will complement the report text. A hydrology map, to supplement the report text, will also be included in the final report. j. Project Specifications: Huitt-Zollars will prepare Technical Specifications and Special Provisions per your requirements for bidding by the City. They will include the civil, landscape and irrigation plans. Special Provisions will be prepared in APWA "Greenbook 2009" format. A Bid Form will also be prepared. The documents will be prepared in a Microsoft Word and/or Excel Version 2003 format, k. Storm Water Pollution Prevention Plan (SWPPP): HZ will prepare a SWPPP to address treatment of runoff in accordance with the requirements of the 2009-0009-DWQ Construction General Permit. I. Water Quality Management Pian (WQMP): HZ will prepare a WQMP using the City standard and template. The WQMP will incorporate site design BMP's to capture pollutants prior to reaching San Juan Creek, m. Preliminary Engineers Opinion of Probable Costs: Quantity calculations and an Opinion of Probable Construction Costs will be prepared in accordance with the City's requirements utilizing current construction cost data and recent bid and contract unit prices as made available by the City. Cost Opinion will be prepared on Bid Form to facilitate direct comparison with bids. n. Easements: HZ will prepare legal descriptions for facilities described above including sewer, water (domestic and non -potable) and dry utilities. HZ will not be responsible for preparation of the easement deed form or any title work if necessary. Page 12 of 15 City _W Saa Aalstmno L �ervoap Greve, Sfte, P ;�,�s e o. (permits: HZ will obtain a permit from .Caltrans for the water line crossing of Ortega Highway, p. Geotechnical Report/Letter: GMU has, reports which include the existing site data, and the fact that the current project only consists of minor grading and improvements, GMU proposes to provide geotechnical design services based solely on the existing data, We will review the project plans and provide additional project -specific geotechnical recommendations as necessary. We will prepare a letter report that documents project recommendations, Page 13 of 15 ch,"Y of San Jdsaff ap�;Sf ana LR.nTon ,,Grove sites, Phase a Fee Schedule III. Preliminary Investigation: a. MeetingslCoordination including team members as necessary: $3,000 b. Project Review including team members as necessary: $2,500 c. Reconnaissance including team members as necessary: $1,500 IV. Preparation of Plans and Support Documents: a. Preparation of Site Plan: $4,500 b. Grading and Drainage Plan: $6,500 c. Domestic Water Plans: $3,450 d. Non -Potable Water Plans: $3,450 e. Sanitary Sewer Plans with Lift.Station: $7,750 f. Power and Lighting: $9,595 g. Erosion Control Plan: $2,700 h. Landscaping and Irrigation Plan: $14,200 L Hydrology Report/Map: $4,700 j. Project Specifications: $4,400 k. Storm Water Pollution Prevention Plan (SWPPP): $7,700 I. Water Quality Management Plan (WQMP): $8,500 m. Preliminary Engineers Opinion of Probable Costs: $2,500 n. Easements: $7,800 o. Permits: $1,200 p. Geotechnical Report/Letter: $2,300 q. Reimbursables: $3,000 Total: $101,245 Page 14 of 15 C6fy o San •Jt,ian a apls,r�gv-�o i,,oa"s"sGrove- Site, F.4 Discussion: There are several issues with this Request for Proposal that require discussion prior to commencing work on the project. Some of these items impact the schedule such that the preparation of a schedule is difficult to present without the potential of misleading the City into thinking they can accomplish the design as requested in the time frame requested. These items include the following: The final design for of the dry utilities will require more time to complete as described above within that scope Item. To convert the existing septic systems for the existing houses, a lift station will be necessary. Since the Master Plan for the park has not been completed, does it make sense to do this now? ■ Again, because the Master Plan for the park is not completed yet, we are assuming that the drainage improvements will be kept to a minimum in keeping with your statement of maintaining existing drainage patterns. At such time as the Master Plan is completed, there is an approved outlet at the southwesterly corner of the property that could be constructed if necessary based on that future design. For this Phase 1, we are avoiding a design that would require that outlet • If infiltration features are required as part of the site design and WQMP, on-site percolation testing may be warranted. GMU can provide the percolation testing if necessary. If applicable, we anticipate the need for two to three percolation test pits up to 5 feet deep. GMU will excavate the percolation pits, provide a water source, pre -saturate the pits, and conduct percolation measurements. GMU will also process the data, calculate percolation rates, and prepare a letter that summarizes the percolation study. The optional percolation testing can be provided for an additional cost of $2,000. Considering the items noted above, we feel as though we can have the plans and reports requested completed for submittal to the City on August 1, 2010, Keeping in mind the dry utility portion will be conceptual only. Page 1.5 of 15 Ena ineerina/Plannina /Architecture PhndonFln-Charge..... . . . . . . . . . . $ 205.00 QA/QC Manager, $ 190.00 Sr. Project Manager . . . . . . . . . . . . . . $ 190.00 Project Manager .... ... .. .. S175.0J Sr. Civil Engineer .. . . . . . . . . . . . . . . $ 185.00 Civil Engineer. . . . . . . $ 150.00 Engineer (ETT)..... $ 105.00 Sr. Dcsignec . . . . . . . . . . . . . . .. $ 150.80 Dasigner. . . $ 125.00 Sr. CADDTechnician ...... $ 125.00 CADDTechnician ........... $ 95.00 Sr. StrUCtural Eng/neer. . . . . . . . . . . 175I0 5tnuciuno| Engineer. . . . . . . . . . . . . . . ¢ 155.08 Sr, Mechanical Engineer .... . . . . . . . . $175.O0 Mechanical Engineer. . $155.0O Sr. Electrical Engineer ............. $ 175.00 Electrical Engineer .... .... .. ...... ¢155.0O Plumbing Engineer. . . . . .. . . . . . . . . . $150.00 Sr. Planner. $185.0J Planner. .. .... ... ... .. .. . ...... ¢145.[0 Sr. Architect. . . . . . . . . . . . . . $ 160.00 Architect ........ .. .. .. . . . $128.UO Architect Intern. .......... ... .... $ 95.00 Sr. Landscape Archtect. $ 145.00 Landscape Architect .............. $ 115 '00 Landscape Architect Intern.. ........ $ 85.80 ncFn2010/5'10'10 Survey Manager ......... .... $ 190.00 Sr. Project Surveyor ... $ 160.80 Project Surveyor. .$ 135.80 Survey Tech... $ 110.00 Survey Crews 1 -Person Survey Crew ..... . . . . $ 150,00 2-PeronnSurvey Crew, -.- - $ 205.00 3 -Person Survey rew. . . . . . . . . $ 250.00 Construction Managemen Construction Manager ......... ¢ 190-00 Construction Management Suppor $ 125.00 Administrative Sr. Project Support ........ . . . $ 95.00 Project Support ........ . .$ 65I0 Reimbursable Expenses Consultants. Cost+ 101/16 Other Direct Costs . . . . . . . . . . . Cnst+ 10% Mileage ........... Standard bus�ness mileage rate 32400 P r.Cs ADELANT SAN JUAN CAPMTRANo, ce,, 9-2,67S (.94W 4434171 (949) 493A 053 rAX NOTIFICATION OF MEETING OF POTENTIAL INTEREST OF THE SAN JUAN CAPISTRANO CITY COUNCIL SAM ALL VA:', C7 URA FREESE 1HOMAs" W.MRh BAR RY MELSE DR- LOO RPS Tit The City Council of San Juan Capistrano will meet at 6:30 p.m. on Tuesday, August 3, 2010, in the City Council Chamber in City Hall, to consider: "Consideration of Personal Services Agreement to Prepare Plans, Specifications, and Cost Estimate for the Lemon Grove Access Road Improvements - East Open Space (Huitt-Zollars, Inc.) (CIP No. 11202)" — Item No. D8. If you have specific thoughts or concerns regarding this item, you are encouraged to participate in this decision making process. You can communicate with the City Council through correspondence addressed to the Council and/or by attending the meeting and speaking to the Council during the public meeting. Correspondence related to this item must be received at the City Clerk's office by 5:00 p.m. on Monday, August 2, 2010, to allow time for the Council to consider its content. If you would like to speak at the meeting, please complete a yellow "Request to Speak" form found inside the entrance to the Council Chamber. This form is turned in at the staff table, just in front of the Council dais. You will be called to speak by the Mayor when the item is considered. You have received this notice at the request of the City staff member David Contreras, Senior Planner. You may contact that staff member at (949) 443-6320 with any questions. The agenda, including agenda reports, is available to you on our web site: www.sanivancapistrano.orq. If you would like to subscribe to receive a notice when agendas are posted to the web site, please make that request by sending an e-mail to: cityclerk sanivancapistrano.org. Maria Morris, CMC City Clerk cc: Huitt-Zollars, Inc.; Hall & Foreman, Inc. &vi ,,huaF-tb,, ; m/ 10 t ' w"nm 32400 PASEO ADELAIVTO SAN JUAN CAPISTRANO, C.A. 92675 (949)493-1171 (949) 493.1053 FAX www, sanjuancapistrano. org Im Huitt-Zollars, Inc. Attn: Ken Rukavina 430 Exchange, Ste 200 Irvine, CA 92602 DATE: July 11, 2011 f MEMBERS CSE THE CITY COUNCIL J3 J SAMALLEVATO 9s¢999s9sE¢ LAURAFREESE [S799lISNE6 ���� LARRY KRAMER 1776 DEREK REEVE ® ® JOHN TAYLOR FRONT. Christy Jakl, Deputy City Clerk (949) 443-6310 RE: Second Amendment to Personal Services Agreement — Cost Estimates for the East Open Space — Lemon Grove Access Road Thank you for maintaining documentation confirming compliance with the terms of the agreement related to insurance. Please keep in mind this documentation must remain current with our office during the term of this agreement. If you have questions related to insurance requirements, please call me at (949) 443-6310. If you have questions concerning the agreement, please contact Khoon Tan, Associate Engineer at (949) 443-6353. Cc St ._ . . Khoon Tan, Associate Engineer San Juan Capistrano: Preserving the Past to Enhance the Future Today's Date: // CONTRACT.::; b Transmittal Routing (Check All That Apply) City Attorney City Manager City Clerk CIP No. (if any): Project Manager's Last Name: �'.� PhoneExtension: 4 3 !r � Council or CRA Meeting ®ate (if applicable): _..... 6/IA APPROVING AUTHORITY: (Check One) Mayor CRA Chair Citv Manaaer Provide (1) executed original contract for each signing party, including the City. If the agreement is to be recorded only (1) original will be recorded with certified copies going to other parties. Please provide the mailing address of any party to receive an agreement — unless the mailing address is included within the body of the agreement: Narrte(s) Street Cit St 'v �.C"" 26® 2—. ad 400 OTHER INS'TRUC'TIONS: ��-�. `�'�`� d�t-�rCe�c � �x"��'��c�� �i•r� �o"dr ice' 'T"� e"r a'°y tam Form pate: 01-2004 D - 7 32400 PASEO AOELANTO SAN JUAN CAPISTRANO, CA 92675 (949) 493-1171 (949) 493.1053 FAX www santuancaprstrano, org El yr 1 TO: Huitt-Zollars, Inc Attn: Ken Rukavina, P.E. Vic President 430 Exchange, Suite 200 Irvine, CA 92602-1315 DATE: August 19, 2014 'f S Ll�� IA(@BPQAATEA tSTAAuSAPe d��� MEMBERS OF THE CITY COUNCIL SAM ALLEVATO LAURAFREESE THOMAS W, HRIBAR MARK NIELSEN ®ateas- Oj DR. LONDRES USO FROM: Christy Jakl, Deputy City Clerk (949) 443-6310 RE: Personal Services Agreement — Plans, Specification & Cost Estimates for the Lemon Grove Access Road Thank you for providing documentation confirming compliance with the terms of the agreement related to insurance. Keep in mind this documentation must remain current with our office during the term of this agreement. Please be aware, our office still needs to receive an E -verify certificate as outlined in your contract under Section 9. If you have questions related to insurance and E -verify requirements, please call me at (949) 443-6310. If you have questions concerning the agreement, please contact. David Contreras, Senior Planner at (949) 443-6320. An original agreement is enclosed for your records. Cc: David Contreras, Senior Planner San Juan. CapistranoPreserving the Past to Enhance the Future Printed an 1DO recycled paper !' :�@ DATE(MM1DDIYYYY) CERTIFICATE OF LIABILITY INSURANCE 7,8,2011 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW, THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(les) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and Conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s).. PRODUCER -CONTACT NAME: McQueary Henry Bowles Troy LLP ._..-.�ay.......,,. W....._��. PHONE FAX MAIL E ! 2- 7 -1 A1C Na�o_�� 8144 Walnut Hill Lane, 16th Fl PRODUCTS - COMPIOP AGG $2,000,000 Dallas TX 7523.. ADDRESS:• 1mh INSUREFAS AFFORDING COVERAGE NAIC # A AUTOMOBILE _ e -rnsurance CQ. INSURED HUI'TTZOL INSURER B : INSURER C: Huitt-Z011ars, Inc. 1717 McKinney Ave., Ste. 1400 _.,....._-.._,-._.............. . ..... _..............�..�.-- Dallas IFX 75202_.1236 INSURER D: PROPERTY DAMAGE Per aocideni $ INSURER E INSURER F: COVERAGES CERTIFICATE NUMBER: 1,411426943 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR TYPE OF INSURANCE ADDL SUBR I POLICY EFF POLICY EXP LTR INSR WVp - POLICY NUMBER ( MMfDDlYWY MMIDDIYYYY LIMITS A GENERAL LIABILITY i46UUND, 3272 ;6/1/2011 /112012 EACH OCCURRENCE 153,300,000 (COMMERCIAL GENERAL LIABILITY 1 CLAIMS -MADE FX 1 OCCUR 111 _ DAMAGE TO RENTED PREMISE�Ea occ€arrenee 51..x..000 OGO _ MED EXP (Any one person) j $10 Goo PERSONAL &ADV INJURY 1$1,000,000 _......�._...___.._.....,,. I GRNERALAGGREGATE 1$2,000,000 ! PRODUCTS - COMPIOP AGG $2,000,000 GEML AGGREGATE LIMIT APPLIES PER: ROLICY X f RO- LOC $ A AUTOMOBILE LIABILITYWit I 4GUENEN1126 6/3,/2011 /1/2012 UUMSINLD Lc [BODMII�IYINJURY {Per person) 5 X ANY AUTO i ALL OWNED ( —' SCHEDULED AUTOS [, _ AUTOS - 1 BOOLY INJURY {Per accident) $ L,—....__�_ x NON -OWNED HIREb AUTOS X AUTOS PROPERTY DAMAGE Per aocideni $ A X UMBRELLA UAB :X OCCUR j46XHURj8271 �/l/2011 5/1/2012EACHOCCURR EXCESS LIAB CLA1r,1S-MADE NCE S2 000,000 i$2,OCO,OCO DED JX RETENTION $20, "10 j $ A WORKERS COMPENSATION �46WEZU_9569 6/1/2011 /1/2012 AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNEZEXECUTNE YIN OPFICERIMEMBER EXCLUDED? .NIA (Mandatory In NH) j X WC ST OTH- E,L EACH ACCIDENT ----- ---- - ...-- E,L. DISEASE - EA EMPLOYE' $1, OOQ, OOC if yes. describe under 1 ...._...... ............................. ..._.................r..... i DESCRIPTION OF OPERATIONS below E.L. DISEASE -POLICY LIMIT 1 $1, 600, 000 � I I DESCRIPTION OF OPERATIONS 1 LOCATIONS.I VEHICLES (Attach ACORD 501, Additional Remarks Schedule, if more space is required) Additional Insured form #HG©001 edition 06/05 applies to the General & Auto L, ability policy. Certificate Holder is named as an Additional Insured per the above forms} including Primary and Nan Contributory status but only to the extent that the limits and forms are required to satisfy the terms.of a written contract. Ut:K I II•IC:A I IM HULUtK City of San Juan Capistrano 32400 Paseo Adelanto San Juan Capistrano CA 92675 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE O 1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD i�:GMMERGIAL GENERAL, LIABILITY COVERAGE FOU141 Variousprovisibris in.this policy restrict coverage' Read the entire policy carefully to determini e rights; deities and what is and is not. covered. Throughout this policy the words "you" and "your" refer to the Named insured shown in the Declarations, and any �+ atter person or organization. qualifying as a Named Insured under this policy. The words "we", "us" and "our" refer to the stock insurance company member of The Hartford providing this insurance, ,c�l The Fiord "insured" means any person br organization qualifying as such under Section Ili —Who Is An Insured. Other words and phrases that appear'in quotation marks have speciat meaning. Refer to SectionV —Definitions, ' w SECTION I — COVERAGES COVERAGE A BODILY INJURY .ANS PROPERTY Lr, 'DAMAGE LIABILITY I. Insuring Agreement en a. We will pay those sums: that the insured becomes legally obligated to pay as damages' because of "bodily injury" or "property damage".. to which this insurance applies. We will have the right and deity to defend the insured against any "suit" seeking those damages. However, ' will have no duty to defend the insured against any "suit" Seekiitg damages for "bodily injury" or "property damage" to which this insurance does not apply,. We may, at our discretion,. investigate any "occurrence" aired'. settle any claim or'"suit"that may result, But:; (1)' The amount we will pay for damages is limited as described in Section III :- Limits Of Insurance; and () Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of judgments or settlements lander Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay suns or perforin acts or services is covered unless explicitly Provided for under Supplementary Payments — Coverages A and S. b, This insurance applies to "bodily injury" and "property damage" only if: (1): The "bodily injury„ or "Property damage" is caused byyw,an y"pcy��nccnurrehoe" that takes place in the "coverage ter € It t, ry"; (2), The "bodily i0juiy" or ";property dam ge" occurs during the policy pentyl; and (3) Prior ta:.. the policy period, no insured listed under Paragraph 1. of Section It — Who Is. An Insured and no "employee" authorized by you to give or :receive notice of .an "occurrence" of claire, knew that" the "bodily injury" or "property damage" had occurred, in whole or in part. If such a listed insured or authorized "employee" knew, prior to the policy period, that the "bodily injury," or "property':darnage" occurred then any continuation, °change or resumption of such "bodily' injury" or "property damage" during or after the policy period will be deemed to have, been known prior to the policy period. c, ".Bodily injury"" or"'property Marriage" will be deemed to: have been :known to have occurred at the earliest time when any ;insured listed under Paragraph 1...Of Section t1:- Who Is An'Imured or any "erpployae" Authorized by ' you to .give or receive notice of ail "occurrence",or claim: iii), Reports all., or any part, of the ""bodily injury" or "property>damage"to its or any :other insurer; (Z) Deceives a written or verbal 'demand or dlaim for darnages because of the: "bodily injury" or ""property damage"; or (3 `Becomes aware by any other` means that "bodily injury" or "property damage" has occurre€t: or has. begun to occur, d: lDamages because of "bodily injur)(include damages claimed by any person or organization for care, loss of services or death_ resulting :at any time frorn'the "bodily injury". e. Incidental Medical Malpractice (9) "Bodily injury" arising out of the rendering of or failure to render professional health care. services as a physician, dentist, nurse, emergency medical technician or paramedic shall be deemed to be. caused by ars "occurrence", but only. &, ta) The physician, de'ritist. nurse, emergency medical technician or: paramedic is employed by you to provide Such services; and (b) You are. not engaged in "the business of, occupation of providing such services, HG tf 01 06 06 2Page 1 of 18 :.{tt}5 The :N:aitfc�it`d (:Includes copyrighted material of Insurance Services 'Offlce .lnc, with its permission.) (2) For the purpose of determining the limits .of insurance for incidental medical Malpractice, any act of omission together with :all related acts or ornissions "in the furnishing :of ;these .services. to any one person will be: considered one "`occui-renc�"; 1 Exclusions This; insurance defies not apply to: a. Expected Or Intended'' Injury "Bodily injury`, or, "property damage" expected or intended from the standpoint of the insured. This exclusion does riot': apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or property. b. onfrac a l'Liability "B odily Injury' or "property damage" for which the irsui-edis obligated to pay damages by reason of the a.ssum,ption of ,liability in a contract or agreement. This exclusion does not, apply to liability for damages: (1) That the insured would have in the absence of the f ontract or agreement; or (2) Assn.' ssn. Tied in a contract or agreement than is an "insured contract", provided the "bodily injury" or ".property damage" occurs subsequent to the execution of the contract or agreement. Soley for the purposes of liability assumed in an "insured contract", reasonable attorney fees and necessary litigation expenses i.m : -ed by or for a party other than an insured are:. to be damages because of "boo.11y injury ' or errted "property damage", provided: (a) Liability to such party for, or for the cost of that party's defense has also been assumed in the same "insured contract"; and (b). Such attorney fees and .litigationexpenses are for defense of that party against a civil or alternative dispute resolution proceeding in which damages to which this, ;insurance applies are alleged_ c. Liquor Liability "Bodily injury" or "property :damage" for which any insured may be held liable by reason of; (1) Causing or contributing to=the intoxication of any person; (2) The furnishing of alcoholic beverages to a perscsn uriderthe.leg:a] drinking age or under the rnffuenee of.aloohol,;or (3). Any statute eirdrriarr:ee or regulation relatitig to thesale, gift; distribution or use of alcoholic beverages. This exclusion applies. drily if you are in the business of m nufacturing,- distributing, selling, serving or furnishing alcoholic f pve.ra.ges.: d. Workers' Compensation n ::similar Laws Any obligation of the insured under a workers'compensation, disability bene its or unemployment compensation.: law -'r a .y srrn.ila r lain_: e.rrtpEaye:t's Litty' "odrly injury" to:; (i) An ' errrployee" of the: insured arising o.rit ref .arid in the course: of (a) Employment by the insured; or (b) Per` rming duties related to the copducf bf the insured's business; or () The spouse, child, parent, brother or sister of that "employee" as a, consequence of Paragraph (1); above; This exclusion applies; (€) Whether the insured may be liable as an employer or in any other capacity; and (2) To any obligation to share damages. with or repay someone else who must pay damages because of the injury.. This exclusion does not apply to liability assurned by the insured ander an "insured contract" f.. Pollution fl)'''''Bodily injury". or "property damage" arising out of the actual, alleged or threatened dischare, dispersal, seepage, migration, rete_ ase or, escape of "pollutants".; (a) At or from any premises, site or location which is .or was: at, any time .owned or occupied by, or rented Or .loaned to, any insured, However, this subparagraph does not apply tn: . (i) "Bodily injury" if sustained within a building and ,caused by smoke; furnes, vapor or soot produced by or o6ginati :g from equipment that is used to Beat, toll or dehumidify the building, or equipment that is used to 'Treat water for personal. use, by the building's occupants or their guests, (H) "Bodily injury" or "'property damage" for which you may be held liable, if you area contractor and the owner or lessee of, such premises, site or location has been added to your policy as an additional insured ;with respect to your ongoing operations performed for that additional insured at that premises,. site or location and such premises" :site or location is not and never, was owned or occuied by, at rented or loaned to; any insured, other than that additional insured; or (iii) " oNy injury" or "property damage" (e) At or fromany premises', site: or:.t6catidn on aresing Gautof heat smoke or fumes from which any insured' or any contractors or a "hostile ire ; subcontractors working directly or indirectly ( ) At or from any pre hlses,site or, locati'ori on any:. insured's; behalf .ate performing. which is or was of arty;tirr e.;used txy'o:r fbr operations if the operations ate:: to test for, any. €ns fired or Others::; for the handling, monitor,, clean :up, remove, cobtain treat; storage, .disppsal :processinOf reatMent of -detoxify or neutralize, o€' in' any;Vtay. respond` Waste;; to, or assess: the effects of, ilpollut6ntel.. (c) Which are.tar were at ari;y time..transpo:rted, () A ny lass; costar expense arising but. of.any: handled, stored,; treated, disposed of, or () Request, demand, order or statutory or processed, as wast:e.. by or frar. regulatory requirement that .anyinsured or (i)' Any insured; or others test for, monitor, clear! up', remove, (..) Any person or organization for whom you r'. contain, treat, detoxify or neutralize, or in may be legally responsible, any way respond>tv, or, assess the effects ofv. (d) At or from any premises, site or location on "pollutants"; or which any insured or any contractors or (b) Claim or suit by or' .on. beha:lf'' of a subcontractors working directly or indirectlygovernmental authority for damages on any insured's behalf are perfonning because of testing for, monitoring, cleaning. operations if the "pollutants": l pollutants are brought on ups removing, containing:, treafing: or is the premises, site site or location in detoxifying or neutralizing, or in any: way. connection with such operations by such responding to, or assessingtheeffects. of `"pollutants'" insured, contractor or subcontractor, However, this subparagraph does not apply However, this paragraph does not apply to to: liability for damages because of "property i "Bodily injury" or " ro "property damage" ( yl} p Y g damage" that the insured would have in .the arising out of the escape of fuels, absence of such request; demand, order or lubricants other operating fluids which statutory or regulatory requirement, tare such; er are needed. to norrrtaE claim or "suit" by or ori behalf of a governmental ,perform .:the electrical, hydraulic or mechanical authority.:. functions necessary for the operation of 9T Aircraft, Auto Or Watercraft "mobile 'egiiipment" or its parts, if such "Bodily injury" or "property.. damage" arising out of fuels,l bricants .o.r other operating fluids the ownership, maintenance, use or'entrustment to escape from a vehicle part designed to others of any aircraft, "auto.l':.br.'watercraft;owned or hold, store' or receive them. This operated by or rented or loaned.to.,any insured. Use exception does not apply if the "bodily includes operation and "loading or Unloading", injury'* or"property damage" arises out of'This exclusion applies even if the claims against .the intentional discharge, dispersal or any insured allege negligence or other wrongdoing release of the fuels, lubricants or other in the supervision, hiring, employment, training or operating fluids, or if such fuels, lubricants or tither operating fluids are monitoring of fathers by that insured, if tate "occurrence"' brought; on :or to, the premises, site, or which caused the "bodily injury" or "property damage" involvedthe ownership, location with. the intent that they be maintenance, use or entrustment to other's of ;any: discharged, dispersed or released as part aircraft, "auto" or watercraft that is owned or of the operations being performed by such insured, contractor operated by or rented or loaned to any insured, or subcontractor; This kolusio€i does not apply tot (ii) "Bodily injury" or "property damage" (1) A watercraft while ashore coil premises you oven sustained within a building and caused or rent; by the release of gases, fumes or vapors (2) A watercraft yom.do not own Ahat is from materials brought into that building (a) Less than 51 feet long, and in connection with " operations being performed by you or on your behalf by a .(b) Not tieing used to. carry persons for a contractor or subcontractor; or charge; (iii) "Bodily injury" or "property damage" (3) Parking. art "auloll on; .or on the ways neXt. to, arising out of heat, smoke or fumes from premises you own or remit, prtividedthe "ati(o" is a "hostile fire"; or, not owned by or rented or loaned to you orthe insured; HG 00:01 0405.3 of 18 () Liability assumed under any ,,ins r d contract" for the ownership; maibt.. nanee or use of aircraft or watercraft;. (5) "Bodily injury" o.1-'prope'rty damage'' arising out of the operation of any of'the equipment listed in Paragraph L(2) or C- 3) of the definition of "mobile equipment" or An aircraft that is rrof.owned by any insured and is hired, chartered or loaned with a paid drew. However, this exception, does not apply- if the insured has >any ether insurance for such "bodily injury" or ".property damage", whether the ether insurance is primary, excess; contingent or on any other -basis,. h. Mobile Fquipr ent "Bodily injury" or "property damage" arising out or:: (1) The transportation of "mobile equipment" by an „auto" owned or operated by or rented or loaned` to any insured; or M. The use of "mobile equipment in, or while in practice for, or chile:being prepared for, .arty. prearranged racing,. speed, do.rrrolititari ar stunting activity:. "Btadify injury or "property damag' `',. however caused, arising, directly or indirectly; oU.t of. (1') War, including undeclared or civil wee, (2) Warlikeaction by a military force, Including action in. hindering or defending:. ago€rest an actual::or expected. attack, by arty government, sovereign or. other auttabnty ti.sing military, personnel tar rather agents; or (3) Insurrection,. retaellion, revolution, usurped power, or action taken by ..governmental authority in hindering or defending against any of these. j Damage To Property "Property damage"" to - (1) Property you own, rent, or occupy, including any costs or expenses, incurredby you or any other' person, organization or entity, for repair, replacer'rient, enhancement, restoration or maintenance of such property for ariy, reason.; including prevention of injury to a person or damage to another's property; (2) Premises you sell, dive away or abandon, if the "property damage"` arises out of any pari of those premises, (3) Property loaned to you; (4) Personal property in the care, custody or control of the insured; () That particular part' of real property on which you or any- contractors or subcontractors Working directly or indirectly ori your behalf are performing operations, rf the "property damage" arises out of those operations; or (6) That particular part of any property,that`must be restored, repaired or replaced because "your work`was incorrectly performed on it. Paragraphs (1), (3). and (q) of this excl tiron do not apply to "property damage" (other than damage by fire) to premises, including the contents of such r6raises, rented to you for a period of 7 or fewer consecutive days_ A separate limit of insurance applies to. Damage. .To. Premises: Rented To You as described in Section III - .1-imits Of Insurance. :Paragraph (2) of this exclusion :ogles not apply. f'the .:premises are "your work" and were never occupied; rented or held for rental .by:you: Paragraphs (3),;.and (4)' of this. exclusion do not ;apply to "property: daM e" arising from the use of elevators. Paragraphs (3), (4), (5) .and (6) of this exclusion, dry not apply to liability assumed :gilder a sidetrack agreement:. Paragraph's (3) and' (4) of this exclusion do not apply to "property damage" to borrowed equip.Mont while not lacing used to perform: Operations at the. job sits;, Paragraph (6) of this exclusion does not apply to '"property damage' included in the "products - completed operations hazard", k. Dar age To Your Product !,Property damage"to "yddr product` arising out Of it ouany part'of it 1, damage To Your Mork "Property damage" to "your work" arising out of'it or any part of it and included in the "prod€icts- completed operations hazard". This exclusion does not apply if (he damaged work or the work tart of which the damage arises was performed on your by a subcontr ctoc fti,. Damage To Impaired Property Or: Property Not ' Physically Injured "Property damage" to "ipaiied property" or property that.has not been physli?afly injured,. arising out of: (1)..A :defect deficiency, inadeq.pacy,tar dangerous condition in "y:ou product' or "your wor : or (2). A delay or failure by you or anyone acting on Your behalf .to perform.a contract or agreement in,accordance with its fermis, This exclusion does not apply to the las. of use of other property arising out of sudden and -accidental physical injury to "your product" or "your work" after it has been put to>its intended use. n, Recall Of Products, Work.. or Impaired Property Damages claimed for anylos=s, cost' or expense incurred by you Or others for ttfe, loss: of use,. Withdrawal, recall, inspection; repair; replacement, adjustment, 1'emoval' or disposal of: (1), "Your product"; (2) "Your work"; or tap "unpaired property"; if such..product; work, or property is withdrawn or recalled from the -market or from use by any person or organization because of a known or suspected; defect deficiency, inadequacy or dangerous condition in it. o. Per onal And.Adve ising injury "Bodilyi:hjUry." arising Out of "Personal and advertising tritury" p, Electronic. Data Damages arising out of, the loss of toss of use off,. damage to; corruption of inability to access, or inability tomanipulate electronic data, As used in this exclusion; electronic data. means information, facts: or programs stored as or on created or used on, or transmitted o or from Computer software, including: systems and applications software, hard or floppy disks:,. Cl: - ROMS, tapes, drives,. cells, data processing. devices or 'any either M dia which are used with electronically controlled erifirrte.rat; q. Employmenit=Related Practicat "Bodily injury" to, (1) ,A person arising Gut" Of any "employment— related practices"; o () The spouse,: child, .parent, brother or sister of that person as a consequence of "bodily injury" to that person at whom any: "employment- related practices" employment-relaterpractices" are directed. This exclusion applies: (1) Whether the insured may be liable as an employer or in any other capacity; and () To any obligation 'to share damages with or repay someone else who must pay damages because of the injury. r. Asbestos (1) `5'odily injury or "`property damage" arising out of the "asbestos hazard". ) Any damages, judgrtaants, settlements, loss, costs orexpenses that (d}: May be awarded or incurred by reason of any claim or suit alleging actual or threatened injury or damage of any nature or kind to persons:or propeAY Which would not have occurred in ur+.f le: Or in par but fol' the asbestos hazar&l (b) Arise :out of any request, .demand,. order or statutory or regulatory requirement 'that any insured or others test -for, monitor, clean yap; remove, encapsulate., contain,, treat, detoxify or neutralize or in any spray respond to or assess the effects of an "asbestos hazard` ; Cir (c)Arise out cif any Claim Of suit' for damages because of.testing for, .monitoring, cleaning up, removing, encapsulating, containing,; treating, detoxifying or neutralizing or in any way responding to or assessing the effects of an "asbestos hazard". parnage To Premises: Rented To You - Exception Fox 6arnac e:>By Fire,:;.Lightning 7r Explosion .xclusions c. through h. and j. through n. do not apply to damage by fire, lightning or explosion to premises while rented to you or temporarily occupied by you with. permission of the owner. A separate limit of insurance applies to this coverage as described in Section III — Limits Of Insurance. COVERAGE 13 PERSONAL AND. AbVERTISIN INJURY LIABILITY 1.: thauting Agreement: a. We will pay those surras that the insured becomes legally obligated to pay as damages because of' "personal and advertising injury to which this insurance applies. We will have the right and duty to defend the insured against any "suit" seeking those damages. However, we will have no duty to defend the insured against any "suit" seeking damages for '!personal and advertising, injury" to which this insurance does not apply: We may, at our discretion, investigate any offense.: and settle any claim or "suit" that may result_ But: (1) The amount we, -vAll pay for damages is limited as described in Section Ill — Limits Of Insurance, and (2) Cour right and duty to defend, end when we have used up the applicable limit of insurance in the payment of judgments or settlements under Coverages A or B or medical expenses under Coverage C. No other obligation or liability to pay surras or perform acts or services is covered unless explicitly Provided for ander Supplementary Payments -- C:overages A6 and B. Via: This: insurance applies to "personal ,and advertising injury" caused by an offense arising out of your business but only if the dffense was committed in the "coverage territary" during the 'policy period. KG 00 01, 06-.05 Page 6 df -18 2. Exclusions This insurance does rrot apply to: a,. Knowing Viotation Of Rights OUAnother bier '"Personal and advertising injuryarising out df an offense committed by, at: the dirbetion or with..the consent I or acquiescence of :the:. irisi:ired ti ith the expectation of inflicting "pes a al and advertisln injury". b, Material Published With Knowledge Of Falsity "Personal and advertising injury" arising out of oral, written or electronic publication of material, if done by or at the direction of the insured with knowledge of its falsity. c. Material Published: Prior To Policy Periost "Personal and advertising injury" arising out of oral, written or electronic publication of materialwhose first publication took place before -tile beginning; of the policy period. d. Crimirial Acts "Personal and advertising injury" arising out of a criminal a'ct committed by or at the direction .of the insured: e, Contractural Liability "Personal and advertising injury" for which the: insured has assumed liability in acontract of agreement. This exclusion does not apply`to liability for damages that the insured would have in the, absence of the contract or agrees errt. f'. Breach of Contract "Personal and advertising injpiy" arising out of a breach of contract; except an iCCtplied contract to use. another's 'advertising idea" in your Advertisement, g. Quality Or Performance: Cifodds' .. FalluT Conform To Statements "P:emonal and advertising injury.'.:.. sing out orf the failure of goads, products or 'services to conform with any, statement of quality or performanbe made' in your "advertisement". h. Wrong Description Of Prices "Personal and advertising injury" arising out of the wrong description of the price Of goods, products or services. i. Infringement Of Intellectual Property, Rights. "Personal and advertising injury" arising out of anv violation of any intellectual properky rights such as copyright, patent, trademark, trade name,trade; secret; service Mark or other designation of ong.i:n. or authenticity. However, this exclusion noes .not ..appl'y' to. infringement, in your "advertisement", ;of; (t) Copyright; Slogan; unless the: slogan is also .a trademark, trade nanme' service mark or other designation of origin err aut. enticity, br (3) Title of any Iiferary or artistic work': j. insureds lin Media Arid Intel pt Type Businesses. "Personal and advertising injury" committed by ars insured whose business is: (1) Advertising., bion icasting, publishing or telecasting;' (2} Designing or determining content of web sites for others; or t8 An Internet search..access, content or service provider;. However; this ' exclusion dies not apply to Paragraphs 117.a., b. and c. of "personal and adv. ertisir g, injury" underth-eDefinitions; Section. .For the purposes of` this exclusion, pEacing an "advertisement" for or finking to others on your web site, by itself, is not considered' the business of advertising;broad casting, publishing ortelecasting k Iectran.le ltati0oMS Or Bulletin Boards. "Persohal,and advertising injury" arising out: of an electronic claairoi rri or bulletin 'board the insured lists, owns, err `over v�f%icft the insu . exereses c'orifro'I'.' L t_ nauthod.zed Use 'Of Anotheies Name: 0.r' Product "Personal -and advertising injury" arising out of the unauthorized use of another's name or product in your e-mail address, domain name or rhetategs, or any other similar tactics to mislead apOther's potential customers . Pollution 'Personal and advertising injury" arising out of file actual, alleged or threatened discharge, dispersal,. seepage, migration release br escape of "pollutantsV' at anytime. n. Pollution -Related Any loss, cost or expense arising out. of any; ('t)' Request,, demands order or statutory or regulatory requirement that any inswed or others test for, monitor, cleari up, remove= contain, treat, detoxify or neutraliz or in any Way respond to, lir assess theeffects Of,, "po l luta nts";.. or.... . RY.Clairwor. suit by oron.:beWfof a governmental "authority for damaig s .because of: testlrrg for,. monitoring cleaning up,: removing, containing, :treating, detoxifying Or neutralizing,: or inany way responding to or:assessing the effects of,. "pollutants". CD Ln CD H 0 (N r - N t� w c7 0 cn C> "Personal and advertising injury", hO+r ver caused, arising., dlrectly;.or indirectly, out. of;: () Wart including Undeclared'or civil war; () Warlike action by a military force, including actibn in Hindering: or defending against art actual or expected attack, by any 'government; sovereign or other authority using mil€.tpry personnel Or. :ather agents, or (3) lnsurredfion, rebeflion, revolution, usurped power, or action taken by governmental authority in hindering ordefending against any df'these. &a• InternetAdvertisements, And Content Of Others "Personal and adveftising ini4ty" arising out.pf (1) An "odvertisemenp for others on your web site,.. (2). Placing a link to a web site of others ori; your web site: f) Content, including information, .sounds, text, graphics, or images from a web site of others. displayed within a frame or border on your web site -:or (4). Cor .pgter code, software of programming used to enable (a) Your web site; or ) The presentation or functionality of an AOVO tiserment" or othdr cbritent on your web : site: q, Right Of Privacy'Created By Statute "Personal and advertising injury" arising out of the. violation of a person's right of privacy created by any state or federal act, However, this etclusio'n does not apply to liability for damages that. the insured would have in the absence of such state or federal` et:. r. Violation. of Anti-Trust,law "Personal and advertising €rticrry" grislrig. out Of a violation of any:arit€ trust:law S. Securities "Personal and advertising injury" arising out of the fluctuation in price or value of any stocks, bonds or ether securities, t. Discrimination Or Humtljatao:n "Personal and advertising injury" arising out of discrimination or humiliation 'committed by or at the direction of any "executive officer", director, stockholder, partner or member of the insured. v. Employment -Related practices" "Personal and advertising injury" "to: (1) A person arming out of any "employment- related practices"; or (.) T"tre.spouse,. chrld, parent, brother or sister of itiat person as at onsequence of "personal and advertising injury"' to that person at whom any "ernplby:€ of t -related practices'" are' directeef: This: exclusion applies; (1) Whether the lhsured may:be liable as an errtplayer ar in any othef capacity; and () To any obligation to share damages With or repay Someone else who retest pay darn'atj:es because of the injury. v. Asbestos (1) "Personal and advertising kijuryl ;arisinemit of the "asbestos hazard" (2) Any damages', judgments:, settle:me.n s, loss, costs or expenses that, (a) May.. be .awarded or triourred try reason of any claim or' suit. alleging actual or threatened injury'or darn,age of any nature or kind to persons of property which' would not have occurred in whole Or tit part but for :the "asbestos hazard";: (b.):. Arise out of any request, demand, order car statutory or regulatory requirement that: any insured, or others test for, monitor, cleanup, remove; encapsulate, contain, treat, detoxify or neutralize or in any way respond` to or assess the effects of an "asbestos hazard"; or (c) Arise: out of any claim, or suit for damages because of testing for, man€toeing .: cleaning up, removing, encapsulating.,.. containing treating, detoxifying or neutralizing or in: any way responding to or assessing the effects of an "asbestos hazard", COVERAGE C MEDICAL PAYMENT'S 't:e Insuring Agreement` a. We.will pay medical expenses as, described below for "bodily <injury" caused by an accident., (1) On premises you o.wn.or rent; (2) On ways next tet premises you own .or rent; or (3); `Because of your:operations provided. that; (1) The accident 'takes place ib the "coverage territory" and during the policy period; () The expenses are incurred and reported to us within three yegrs of the date of the accident; and (3) The injured person submits to examination, at our expense, by physicians of our. cholee as often as vee reasonably require, HG 00 01 06 06 Fuge 7 of 1 b. We wlll- snake these payments regardless of fault. Thesepayments will -not -exceed the applicable limit Of Insurance. We will pay reasonable expenses for (1j First aid a c rnistered at the time of an accident;, (.2 Necessary medical, surgical, x-ray and dental servicesi0cludi g prosthetic devices; and () Necessary arnbufarrce, hospital, professional nursing and funeraLser�€icas. 2„ Exclusions We will not pay expenses for "bodily, injury": a. Any Insured To any insured, except "volunteer workers" �. .:- To a person hired to. do. work for or on behalf of any insured or a tenant. Of any insured. c., Injury On Normally occupied Premises To a person :injured on that part of premises you own or rent that the person normally occupies. . Work rn'Co pensation And Similar Laws To a person, whether or not an "employee" of any insured, if benefits for the: "bodily 'injury" are payable or must be provided under a workers' compensation or disability :benefits law:or a similar laid. e. Athletiics Activities To a person injured while practicing; instructing or participating in any physical exerd.ses or games; sports, or. athletic contests; €. Products-Complefed:.Ope rations.Hazard Included within tate"products-cornplted operations hazard", g. Coverage A Exclusions Excluded under Coverage SUPPLEMENTARY PAYMENTS QQVERAGES AAND B 'l. We will pay, with respect to any claim we investigate or settle, or any""suit" agairist:an insured we. defend; a. All expenses we incur. b. Up to $1,000 for cost of bail bonds required because of accidents'or traffic'law violations arising out of the: use of any vehicle to which 'the Bodily Injury Liability Coverage applies. Vue,.d".riot have to furnish these bonds. c. The cost of appeal bonds :or, bonds to. release attachments, but only far ,bond amounts within the applicable limit of insurance. We do not 'leave to furnish these bonds. d. Alt reason:ogle expenses incurred by the insured at our request to. assist us In :the .investigation or defense of the claim or "suit", including actual loss of earnings up to $500 a day because of time. off from work - Page 8 of 18 orts.. mage8of18 e All;,.costs taped against 'the insured in tete "suit'" .. Prejudgment interest` awardedagainst the insured on that part of the judgment we pay. If we make an offer to -pay the applicable limit of insumnce,:.we will not pay any prejudgment Interest based on that period of time after the offer. g All interest on ttte-full am.ourrt of any judgrnent`that accrues after entry .of the judgment arta before we have paid,...offered;to:,pay.; or deposited=in court the part of the judgment that is within the applicable limit of insurance. These payments wil[;not reduce the, limits: of insurance If we defend . an insured -against a "suit" and an indemnitee of the insured is also named as a party to the "suit", we will defend that indemnitee if all of the following conditions are met: a,: Thje: "Suit" against the indernnitee seeks da.rna.ges for which the insured las assumed the liability of the indemnitee in a contract or agreement that is an 1hsu.red contract"; lbs This insurance applies to such liability assumed by the insured-,. . Th :dbligatioa to defend, or the cost of'tho defense Of,. that indemnitee, has -also been assumed by the insured in the same "insured contract"; d The. allegations in the "suit" and the information we know about the "occurrence" are such that rice. conflict appears to exist bet;ween.1he interests of the insured and the interests of the indemnitee. .e... The indemnitee and the insured ask us to conduct.. and control the defense of that indernnitee against. .such "suit" and agree that we can assign the same- counsel to defend the insured artd the indernnitee; and f: Tame indemnitee: (1) Agrees in writing to:. (), .Cooperate with us In the investigation, settlement er defense of the "suit" (b) Immediately send us copiesof any demands, notices, summonses or legal papers received in connection: with the "suit'; (c) Notify any other insurer whose coverage is available to the indernnitp ; argil (df) Cooperate with us with respect to coordinating other applicable insurance available to the i€mderrinitee., and (2) Provides us.with written autl o i' ion to, (a) Obtain records anti.;61h , inform.atton: rolat.ed to:the "suit"., and (11.). Conduct and control the defense of the indemnrtee'in Birch "suiit" o long. as the above conditions are met; attorneys" fees irtourred .y.us in the defense of that indemnitee, .iii 00,04:06 Pa9b 9 d U necessary litigation expenses incurred by, us and necessary litigation expenses incurred by the However none of these "employees" or "Volunteer indemnitee at our request will be paid as ..are insureds for: workers"' "�.crdily Supplementary:,Payments. Notwithstanding the (1) injury`` or "ersorta:C and advertising. Provisions of Paragraph 2.b.(2). of Section I - in.jury ; Coverage A Bodily Injury And Property Damage () To. you, to your partners or members (if : you Inviability, such payments will pot be.:. deemed . tel ..be are a partnership or joint venture), tb your damages for 'bodily injury" and "property damage " a d members` (if you are a limited liability will bot reduce the limits of insurance, company); to a co-"Omployee" while in the Our obligation to.. defend an liisrlr d`s indertitritee and course of lois or her ,empioyrrient or to pay for 'attorneys'.fees and I necessary .ifigatiori performing) ;duties related to the conduct of expenses as Supplernentary.:.Paymerrts eihds vrhten;: your ,business, or to your other "volunteer a. We have used up tyle :6 plicable hrni t of Insurance workers while performing duties related to in the payment of.judgrnents or.:.5ettlera tints :pr the conduct of your business-, b. )fit conditions set for#h: above::.pr the tetras: of. the (b) To the spouse, child, parent, brother or sister' "volunteer agreement described In. Paragraph (,..above, are no of that co -"employee" or that worker" as a consequence of paragraph longer met, ()(a) above; SECTION IN – WHO IS AN fl:ttR.i (c) For which there is any obligation to share 1.. If you are designated in the Declarations as: damages vtith or, repay someone else who r, a. An individual,, you and :Your sponse are Insureds,. rpust pay damages because of the injury �n bort only with respect t6 the conduct of a``business; described in Paragraphs (1)(a) or (b) above. of which you are the sole owner: or b. A partnership or joint venture, you are an ,insured. (d) Arising out of his or her providing or faifing to o, Your members, your partners, and their spouses provide professionat health care services; are also insureds, but only with respect to. the If you are not in the business of providing conduct of your business.: ,., professional health care services, Paragraph'(d) ®' . .. c. A' limited liability company, you are an.insured, doses not apply to any nurse, emergency Your members are also insureds, but only with medical technician or paramedic .employed by -"` respect to the conduct of your business; four you to.provide such services. .=» managers are insureds, but only with respect to (2) "Property damage" tri property. their duties as your managers: (a) Owned, occupied or used ' by > d. An organization other than a partnership, joint (b) Dented to, in the care, custody or control of, venture or limitedliability company, you are an "executive or over which physical control. is tieing insured. Your officers" and directors are exercised any purpose by insureds,. but. on]y with respect to their duties as your officers or directors. Your stockholders are y'ou of your employees„ , "Volunteer ...,, also insureds, but only with respect to their liability workers", any partner or member (if you are a — as as stockholders., partnership or joint venture), or any member (if 0 e. A. trust, you are an insured Yo.�af trustees,are also you are a Limited liability company). insureds; knit only with respect to their duties as b.ealEstate Manager ' trustees. Any person (other than your "employee” or :, Each of the following is also an insured: "volunteer worker"), or any organization while acting as your real estate manager. a. Employees and Volunteer workers e, Temporary Custodians of Your Property = Your "Volunteer workers" only while performing duties related to the conduct of your business, or Any person or organization having proper Your "employees', ether than either your "executive"executiverimy: temporary custody of your property if you die, but. . officers ` (if you are an organization other than a partnership, joint venture nor limited liabitl y (1) With respect, to liability arising out of the. company) or your managers (if you are a limited maintenance or use of that property, rid liability company), but .only for acts within the scope (2) Until your legal 'representative 'l as been of their employment by you or while perform iig appointed: duties related to the conduct of your business. d, Legal R.epresentatfve N You laic. Your legal representative if you die, but only with respect to duties as such: That representative will .iii 00,04:06 Pa9b 9 d U have -.all your rights and dudes. under this t✓overage Part. Any subsidiary,. and subsidiary thereof; of y€iur which is a legally incorporated entity of which you own a 'financial interest of mom that n 566% of the voting stock on the effective date of the Coverage Part. The insurance afforded herein for any subsidiary not named in this Coverage. Part:: as a named insured does not apply to injury or damage with respect to which an insured under this Coverage Fart is also an: insured under another policy o would be, art insured under such policy butfor its: terminat)an or the exhaustion of its limits' of insu:rlOn-ce.. Newly Acquired or Farmed Organa ation Any organization you newly acquire or form othe:rth n a partnership, joint venture or limited liability company, and over which: you maintain financial interest: of more than 50% of the voting stock, will qualify as 'a Named Insured if there is no other similar insurancce available to that organization. However: a. Coverage under this prevision is, afforded only until the 1'80th day after y(5u acquire. or fora the organization or the and of the policy period,. whichever is earlier,... b Coverage A ^does not. apply to "bodily injury" of "property damage". that occurred before you acquired or formed the nrganization,,and ' C. Coverage 13 does not apply to "personal and advertising injury" arising out of an offense cornmitted before you acquired or formed the organization, 4. Mobile Equipment. Mirth respect to "mobile..::equiprnent" .registered in your name sander any motor.vehicle registration law,: any person is an insured While::: driving succi: equipment along;: a public highway with your permission. Any other person Or organization' responsiblefor the :conduct. of such person is also an insured, but only with respect to liability arising out of the operation of the equipment, and only if no'Other insurance of any kind is available to that person or organization forthis liability; However, no person or organization is an insured with respect to; a. "Bodily injury, to a co-"ernployee"' of the,,person driving the equipment; or it. "Property damage"' to property owned by, rented to; in the charge of or occupied by you or, the employi~. Of .any person who is an insured under this. provision, Page 10off1 S. Nonowned Watercraft` With respect to watercraft you do not own that is .cess than 51 feet long and ,is not being used to carry persons for a charge; any person is an insured while operating such watercraft with your permission, Any other person or organization responsible for the conduct of such person is also .an' insured, but only with respect to liability arising out. f the operauon: of the watercraft, and only if no other insurance tr.f any kind is available to that person' or organization for this liability: However, no person or organization is :an insured with respect: to: a, "Bodily "injury" to a co -"employee" of the person operating the watercraft, or b "Property damage" to properly owniad: by.' rented to, in the charge of or occupied by you or employe r of any person who is ori 'Insured under this provision. 6. Additional Insureds When Required By Written Contract, Written Agreement or Permit The following person(s) or 0rg.anization(s) are an additional insured when you have agreed, in a written contract, Britten agreement or because of a permit issued by a state or political subdivision, that such person or organization be added. as a additional ; insured on your policy, provided the injury or damage, occurs subsequent to the execution of the contract car agreement; A person or organization is an,,additional insured under this provision only for that period of time required by; the contract or agreement However, no such person or organization -is an insured. under this provision if such person or organization is. included as an insured by an endorsement issued by us ,and made 'a part of this Coverage Part_ a.. Vendors Any persons) or organization(s) (referred to below as vendor), but' duly with respect to "bodily injury" . or ,"property damage arising oiat. of "your products" which are distributed or sold in the regular course Of the vendor's business and only if this Coverage Part provides coverage f€ir "bodily injury" or "property. damage" Included within the "products -- completed operations. hazard 0 The insurance afforded the vendor is ,subject to the following additional. exclusions: This insurance does not apply to (j: "`Bodily injury" or "properly damage" for Which tate :vendor is obligated` to pay damages, by reason of the assumption of liability in a contract or agreement. This exclusion does not apply to liability for damages that theeve;ndor would have in th+e absence of the contract or agreement; t CN iso (b) Any: express warranty unauthorized, by you; (c) A:ny: physical .or chemical change 'in the product made interitionally bythe vendor; (d) Repackaging except when u,npacked'solely for th:e .purpose ofinspection, demonstration, test:rrig, or the substitution of parts under ihstmctio.ns from the manufacturer, and then r.'epackagr d in he: orig irial'container; (e) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to ,,make or normally undertakes to make in the casual course of business,. in connection with the distribution:=or sale 'of t'he products; (f) Demonstration, installation, servicing. �r repair operations, except such, operations; performed at the vendor's premises in connection with the sale of the product:;. (g) Products which, anterdistribution. or sale by you, have been labeled or relabeled or used as a container, part or ingredient of any other' thing or .Substance by or for the vendor; or (h "Bodily injury" or '"property damage# arising NA of the sole negligence of the vendor for its .bwn ads or omissions or those of its employees or anyone else acting on its behalf. However, this exduslon does not apply to: (:ij The exceptions contained in Sub- paragraphs, (d) ub-paragraphs,(d) or, Cf$9 -or (ii) Such inspections, adjustments, tests or servicing as the vendor has agreed to make or normally undertakes to make::in the usual course of business; iri connection with the distribution or sale of the products, () This insurance does not apply to any insured person or organization'..from whom you have acquired sich. products, or any ingredient, part or container, entering into:" accompanying or containing such products. b. Lessors of Equipment (1) Any person or organization from whom you lease equipment,. but only with. respect to their liability for "bodily. injury", "property damage or „personal and advertising, ;injury" caused;in whole or in part, by your maintenance, operation or use of equipment leased to you by such person or organization., (2) With respect to the insurance afforded to these additional insureds this insurance does not apply to any "Occurrence' which takes place after the equipment lease expires. c„ Lessors of Lamer or Premises Anypersonor, organization from. whom ya' lease land or premises, but only with'respect'to liability arising out of the ownership, rhaintenance Or use of that part of the land or premises leased to y6u. . With respect to the irtsurance afforded these additional insureds the following siddftianal exclusions apply., This insurance does not apply to; 1. Arty „occurrence" which takes place, after you cease to lease that iand-, or 2 Structural alterations, new construction or demolition operations performed by or on behalf of such person or organization. d. Architects,;' En it eers or Surveyors Any architect; engineer, or surveyor, .blit o.niv with respect to liability for. "bodily injury'; "property damage" or "personal and advertising injury" caused, in whole or in part, by :your acts or omissions or the acts or omissions of those: acting on your behalf: (i) In connection with your premises; or () in the performance of your ongoing Operations performed by you or on. your behalf. With respect to the insurance afforded these additional insureds, the. following additional exclusion applies: This insurance. dues hat apply to "bodily injury", "property damage" or "personal and advertising' injury" arising out of the rendering of or the failure. to render any professional services: by or for you; including: 1. The preparing, approving, or failing to prepare. or approve, maps, shop drawings, opinions, terports, surveys; Feld orders, change orders or. drawings and specifications; or 1 Supervisory., inspection, architectural or engineering activities. e. Permits Issued By State Or Political Subdivisions Any state or political subdivision, but only: With respect to operations performed by you or on your behalf for which the nstate or. political subdivision has issued ,a permit. ttvith respect to 'the,'insurance afforded this' e additional insureds this insurance does, not appi`y. to: (1) "Bodily injury" ".property damage" or, "pemortal a:ntt.adu:eitising injury" arising out oUoperations perforated for the state or municipality;, or (2) "Bodily lhjury" ,or "property darnage" included within the "rodubts-completed operations ha'zarii". HG. 00 01 06 05Pew 11 of I''$ Any Other Pavy Any other person or organization who is notan insured under Paragraphs a.; through e, above; but only with respect to; liability fot "bodily i»jury"; "`property damage" or "personal and advertising injury"` caused, in Whole or in part, by your acts or omission or the anis: or omissions of those acting on your behalf' (1) In the. performance of your ongoi g operations;. () In connection with your premises owned by or rented to; you;.:.or (3) In connection with "Your work* and included within the "products -completed operations hazard", but Only if (a) The written contract or agreement requires You to provide such coverage to such additional insured; and (l) This Coverage Bart provides coverage for ;'bodily injury" or "property damage" included within the "products -completed operations hazard" With raspeot to the. insurance afforded to these a.dd.1t oral insureds, this insurance does not: apply to:,- "Bodily o;"Beadily i itiry" '"property damage" or "personal and advertising injdyy" at"isi:ng out of the rendering of, or the failure to resider, any professional architectural, engineering or surveying services, including: (1) The preparing, approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, 'garveys field orders, "change orders or drawings and specificationsor (2) Supervisory, inspection, architectural or engineering activities: The limits of insurance ; that: applyto additional insureds. under this provision is described in Sort'10 n lit - Limits Ofinsurance, How this insurance applies when other insurance is available to the additionat insured is described in the Other Insurance Condition in Section IV — Commercial General Liability Conditions: No person or organization is an insured with respect to the conduct of any current or past partnership, joint venture. or limited liability company that is not shown as a Named Insured tri the Declarations. SECTION III— la.tlt I S.: P INSURANCE 1, The M st wi-ll'Pay The Limits of insurance shown in the Declarations and the rules below fix the racist we will pay regardless of the number of: a. Insureds; b. Maims made or "suits" brought; or Page 12 of 18 c. Persons or organizations making claims or bringing "snits":; Z General: Agg: egat6 Limit The .G'eneraffl' Aggregate Limit is the most we will pay for the sum of., a;: Medical expenses under Coverage b'. Damages .under .Coverage A_ except damages because of "bodily injury" or "property damage included in the "products -completed operations hazard"; and c. Damages under Coverage B. 3. Products -Completed Operations Aggregate Limit The Products -Completed Operatirans: Aggregate Limit is the most We will pay. under Coverage A for damages because of "bodily injury" and. "property damage" included in the "products completed operations hazard", 4. '1Personal and. Advertising hjufy Lirrrit Subject to 2. above, the Personal and Advertising .Injury Limit :is the rrtost we will pay under Coverage.. B for the surra of all damages because of:.all "personal and:.advertisin injury" sustairied .py any one perscan or organization, 5. Each Occurrence Limit Subject to 2..or 3b above, whichever..,..applies, the Each Occurrence Limit is the utast we will pay for the sum of: a. Damages under Coverage, A, and b. Medical expenses under, Coverage :because of all "bodily, injury" and "Property damage" arising out of any one "Occurrence". 6 =Damage To Premises'Rented To You Limit Subject to S. above, the Damage To Premises: Rented To You Limit is the most we will pay under Coverage A for damages because of "property:darrrage" tc :any one premises, while rented to you; or in the case of damage by`fire, lightning or explosion, while rerited to you or. temporarri:y. occupied by yeti with permission of the: owner. In the case: of damage by fire, 9ig;htning or explosion, the: Damage to Premises Rented To You Limit applies to Alt:.da'moge,:proximately.;caused`bY`the.sarne event, whethei stich damage ms..ults from fire, lightning or explosion tar a Y rorri rrtatic�rt :of thee_ 7. Medical Expense Um' it Subject to 5. above, the Medical Expense Limit is the most we Will pay under Coverage C for all medical' expenses because of "bodily injury' sustained by any one person. 8. low Li. rigs Apply Ta Additional Insureds If you have agreed in a written contract or written agreement that another person or organization be added as an additional irsufOd on ;your policy,: the most we will pay on behalf.ef such additional insured is the lesser of: as The limits of insurance specified in the written contract or written. agre:eme.nt; of b, The Limits of Insurance shown,in.the:Declarati ris. Such amount shall be a part of and not''in addition to Limits of Insurance show in the 'Deciarations and described in.this Section; The Limits of Insurance of this Coverage Part apply separately to each consecutive annual period and to any remaining period of less:than 12 months, starting with the � beginning of the policy period shown in the Declarations; unless the policy period is extended after issuance for an. additional period of less than 12 months. In that case, the additional period will be deemed part of the last preceding period for purposes of determining the Limits cif Insurance, SECTION IV ...,. COMMERCIAL OENER L LIABUTY CONDITIONS i, Bankruptcy Bankruptcy or insolvency of the, insured or of the insured's estate will not relieve tis of our obligations underthis Coverage Part, Ln 2: Duties In the Event Of. O'dcurreraceF Offense, laim _ Or Sprit aNotice Of Occurrence Or'Offerose You or any additional insured must see to it that we are notified as noon as practicable of an ® "occurrence" or an offense which may result in a claim. To the exte::ntspossible:, notice should include: (l) How, when and, where the "occurrence" or -�-- offense took place, (2) The names and addresses of any injured persons and witnesses, and. (3) The nature and location of:any injury or damage arising out of the "occurrence" or offense: b. Notice Of`Claiirb. If a claim is made or "suit" is brought aga:ianst:any insured, you or any additional insured must; ." (1)` Immediately record the specifics of the.ciairn..r "Suit" and the,date received; and (2) N€atify'us as soon as` practicable, `= You or any additional. insured must see to it that..we. =` receive written notice of the claim or`"suit" as soon ® as practicable, == c:, Assistance And Cod peratt€n:.0f Tha::Ins€rre€f You and any other involved insured mutt., (1), Immediately send us copies of any demands, noticessummonses`or legal papers received in donneCtion Wth the claim or "suit' ( Author e s to obtain records and cattier information' (3): Cooperate with us in the investigation > or, settlement of the claim a defense against: the „ suit„ ,and (4) Assist us; upbri our request, in: the enforcement of any right>agairist a y:person or, Organization which may be [fable to the insured because::of' injury or damage its which this insurance may.also,opply. d:. Obligationt At The,: 1:11SUTeds own Cost No insured will, e ceiat at that insureo'.s own corst, voluntarily make a.. payment assume any gbhgation; or incur arty eicperise,::ofhet than fes( first aid, without::our consent. e. Adilitiona:l nsureds % ther Ins:trrance If we cover a Claim or "suit” under this Coverage Part that >:may also be covered by other insurance . available to an additional insured., such additional Insured must submit.such claim or "shit" to the other insurer for defense and indemnity However, this provision does not apply to: the extent that you have agreed in a written contract or written agreement that this insurance' is .primary' and non-contributory with the additional insured's own insurance, L KnGwledge Of An Octurrenee, Offense, Claim Or`$uit Paragraphs a. and b. apply to you or to any additional insured only when such "occurrence", offense, claim, or "suit" is known to: (1) You or any additional insured that. is an individual; (2) Any partner, if you or an additional insured is a partnership; (3) Any manager, if`you 'or an additional`itisured is a limited liability:company-, () Any "executive officer" or insurance manager if you or an additional insured is a corporation;; ( ): Any trustee, :if'you or an additiona.t:.,i.easured is a trust; or () Any elected or. appointed official, if you or an additional insumd is a fsolitical subdivision or public entity. �'hisduty a:plies separateiy:to you,ancf arty additional insured. 3:. Legal. Action Agarrrst..Vs, Noperson or.: org.artizatio:n has a:, right under this Coverage Pari: a. To join us as a party or otherwise bring us Into a "suit" asking for ctarnagesfrom an insured, or b, To sue us on this Coverage Part unless all of its terms have been. fully complied' with, A person or organization may sue us to recover trn,an agreed settlement Or on a final judgment against an insured; but. we will not be liable for damages that are nat payable under the terms of this Coverage Part or Page 13 of that are gin: excess of the applicable limit of.insurance,. An agreed settlement means, a -settlement and release of liability signed by us, the insured and the clairnarit or the clairbant'.s.legal representative. 4. Otter Insurance It outer valid. And collectible insurance is available to the insured for a loss we cover under Coverages A or B of this Coverage Part, our obligations ;are limited as follows a. Prirriary Insurance This insurance is primary except whenb. belays applies; If other insurance. is also primary., w will share with all that other insurance. by th8 Method described c, below. lb. Excess Insurance t'hi's insurance is excess over any : of 'the other insurance, whether printery, excess, contingent or on any other basis, (1) Your'lWork That is Fire, Extended Coverage,Builder's Risk, Installation Risk or similar coverage for "your work" Premises Rented To You That is fire, lightning or explosion. insurance for premises rented to you or temporarily occupied by you with permission of the owner; (3) Tenant Liability That is insurance purchased by you to cover your liability as a tenant for "properly damage„ to premises rented to you or temporarily occupied by you with permission of the owner, () Aircraft, Auto Or Watercraft If the loss arises out of the maintonance or use of aircraft, "autos" or watercraft to the :extent not subject to Exclusion g, of Section I —.Coverage A -- Bodily Injury And Property Damagg :Liability; () Property Damage tit Borrowed. Equipment Or Use Of Elevators If the loss arises out of "property damage" to borrowed equipment or the use of elevators to the extent not subject to Exclusion j. of Section l - Coverage A - Bodily Injury. And Property Damage Liabill y; (6)' When You Are :Added As An Additional Insus d Tq0therhisurance Any other insurance available to: you covering liability fordamages" arising out Of the"premises or operations; or products and :,completed operations,: for .which you have been added as an additional insured by:th t insu€`anpe or (7); `t Vh0 You Add Oth4rs As An Additiona • Insured To This lrv.4ura Any other insurance available to :an additional insured. However, the following provisiOns'apply .to'other insurance available to any 'person or organization who is an additional insured under this coverage part. (a) Primary Insurance. When: Required By Contract This insurance is primary. if you have. agreed in a'written contract' or 'written agreement that this insurance be primary. If 'other insurance is also primary, we will sharo with all that other' insurance by :the method described in c. below.. (bJ Primary And Non -Contributory To Other Insurance When Required By Contract If you have agreed in a writtencontract, written agreement, or permit that this insurance is primary and non-contributory with the additional insured's own I.nsurattce:, this insurance is primary and. we will not seely contribution from that other;insuran'; Paragraphs (a) and (b) do not apply to: other insurance to which the additional insured' has been added as an :additional insured. When this insurance is excess, we. will have no duty under Coverages A or 8 t defend the insured' againsf any "suit" if.any other insurer has a duty to defend the insured against that "suit". If no other: insurer defends, :we will undertake to do so, but: we will. be entitled to the insured's rights against. all those outer insurers. When this insurance is excess over other . insurance,we will pay only our share of the amount of the loss,,,if any, that exceeds the sura of: (1) The total amount that alf"such. other insurance. would pay for the .lass in the absence of this insurance; and (2) The total of all deductible and self-insured amounts under all that other insurance. We will share the remaining loss, if any, with any other insurance that is not described in this Excess Intsurance provision and'waspot t ght specifically to apply in excess of the Limits. of Insurance shown in the Declarations of this:Coverage Part. C. Method 01"Shaiirtg;. . If all of the Gther insurance per i-iits contribution by equal shares, we will follow this method also,, lender this approach each insurer contributes equal amounts until it has pard its applicable limit of insurance or none of .the lass r rnairts, whichever cordes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share; is basest on the ratio of its applicable litnif of insurance to the total applicable, limits :of insurance of all insurers. S. Premium Audit a4 We WII compute all premiums for this Coverage Fart in accordance with our rules and rates, b. Premium shown in this Coverage Bart as advance premium is a deposit premium only. At the close of � each audit period we will compute the earned premium for that period and send notice to tate first. Named Insured. The due date for audit and retrospective, premiums is the date shown as the due date on the bill. If the sum of the advance and CD audit premiums paid for the policy penad is greater then.the earned premium', we:will return: the'excess to tete fast Named Insured, c. The first Named insured must keep records ofthe � information we need for premium computation, and send us copies at such times as we may request:. o. 6. Representations' a. When You Accept Thi''s Policy By accepting this policy, you agree ('1) The statements in the (declarations are accurate and complete, ® (2) Those statements are based upon representations, you irtade to us, and (3) We have issued this policy in reliance.upon your representations. b. Unintentional Fa.11lurejo disclose Ha2ards If unintentionally you should fail to disclose.: all hazards relating to the conduct of your business:. that exist at the inception date of this Coverage Part, we shall. .not deny coverage under this _ Coverage part because of such failure, , . 7. Separation Of Insured's Except with respect to the Limits of Insurance, and any -� rights of duties specifically ,assigned in this Coverage. Part to the first Named Insured, this insurance applies: a. As if: each Named Insured were the only Named Insured-, and I . 'SeParately'to each insured against whore claire is. made or "suit" is brought, 3; Transfer Of Rights Of Recovery, Against Others To s a. Transfer of Rights Of recovery It the insured has, rights to recover all or part of any payment, including Supplementary Payments, 'we have made under this, Coverage Part, those rights are transferred to us. The;, insured must do nothing after loss to impair them:: At our request, the insured will bring '.."suit" or tra nsfer those rights to us and help us enforce them:: b. Waiver O Rights Of Recovery (Waiver- of Subrqgatibn); If the insured has wanted any rights of recovery against any person or organization for all or part of any payment, including SupplementaryPayments, we have made under this Coverage Part, we also wive, that right, provided the insured :waived "their rights of recovery against:.. such person or organization in a contract, agreement er pefmit`that vias executed prior to the injuryor,damage,. 9. When We Do Not Renew If we decide not to ren ear this Coverage Part, we. wi:ii mail or deliver to the first Named Ensured shown in the: Declarations written notice of the nonrenewal not than 30 days before the expiration date. If notice is mailed, ptoof of mailing will be sufficient. proof of notice. SECTION V: _ DEFIN TIONS . lAdvertisement. means. the. Widespread public. dissemination of inforrrratioh or images that has the purpose of inducing the sale Of goods, products:. or services through', a. (1) Pudic, (2) Tetevision; (3) billboard, .(4) Maga ire; (5) Newspaper; or b. Any other' publication that is given widespread public distribution, However, "advertisement" does not include:. a. The design, printed material, information :on itmages contained in, on or upon the packaging ,or la:b.eling. of any goods or products; or b. An interactive conversation between; or among persons through a computer network.. Z "Advertising idea" means any . idea for an "advertisement". 3. "Asbestos hazard" means an exposure or threat of exposure to the actual or ;..:alleged properties of asbestos and includes the mere presence of;:as.bestos in any force.. 4. "Auto" means. a. land motor vehicle, trailer or: semitrailer designee :for: travel on public roads, including any attached ma,chi ery Or. equipment. But "auto": does not i:rclude mobile..egrri merit". 5; "Badly tri�ui�`' means-ptrysiaal: a. Injury; . Sickness, or c. Disease sustained by a person and if';:ansing ;put 04he, above; mental anguish or death at .any time. �c "'�fr��rS:}rai�e't:E?.'rritoryl" means_: a. The united States of Am, erica (including its terMories and ;dosses.sions), Puerto Ricca and Canada; b. International waters or airspace, but. only if the. injury or damage occurs in. the course of travel or transportation. between any places inctuded in Vii:,. above; or- c. All other partsof the world if the injury or dam,' e arises out of: (1) Goods or products made or sold by,you in the territory described iris» above; (2.)' The activities of a .person whose homeis in the territory described in a. above, but isaway for a short time on your business; or () "Personal and advertising injury offenses that take place through the Internet or similar electronic means of communication provided the insured's responsibility to pay damages is determined .in the United States of America (including its territories and possessions), Puerto Rico or Canada, in a "suit" on the merits :according to the substantive law in such territory or in .a settlement we agree>to. 7. "Erriployee`" includes a "leased worker". "Employee" does not include a "temporarywworker". . "Employment -Related Practices" means. a. Refusal to employ a person; b. Termination of'a person's employment or c.Employment-related practices; policies; acts or omissions, such as coercion; demotion, evaluation, reassignment, discipline, defamation, harassment, humiliation or discrim i nation directed ata person_ 9. "Executive officer" means a person holding any of the officer positions. created by your charter, constitution, by-laws or any other similar governing document, 10. "Hostile face" means one which becomes uncontrollable or breaks out, from where it was intended to be: M"Impaired property" Moans tangible; property, other than "your product" or "your work", that cannot be used or is lessuseful because: a. It incorporates "your product" or "your work" that is known or thought to be defective,. deficient, inadequate or dangerous; or Ib. You have failed to fulfill the terms of'a contract or a ree.r`nent:: if such property can be restored to use by: a. The repair, replacement, adjustment or removal of "your product" or "your work"; or b. Your fulfilling the terms, of the contract or agreement-. 12. "Insured contra.0" means: ,a. A contract for.a lease of premises. However, that portion of the contract for a lease of premises that. indemnifies any person or organization for damage by fire, lightning or explosion to premises whale Page 16 Of :'t 8. rented to you or°temporarily occupied by you witfi, permission of the owner is subject to the carriage.. to Premises 'Rented To You Limit described in Section III,— Limits of Insurance b. A sidetrack agreement; c. Any easement or license...agreermant , ncluding an easement or license. agreement in corinectidn With. construction or demolition operations on or within 50'feet of a railroad; d An obligation, as required by ordinance, to indemnify a municipality., except in connection with work for a municipality; a. An elevator maintenance agreement; f. That part of any other contract or agreement pertaining to your business (Including an indemnification of a municipality in congestion with work performed for a municipality) under which you assume the tort liability of another party to pay for "bodily injury„ or "property damage" to a third person or organization, provided the "bodily injury". or "property damage" is caused, in whole or in. part by you or by those acting on your behalf: Tort;' liability means a liability thatwould be'imposed :by lawin the absence of any contract or agreement, Paragraph f. includes 'Khat parr of any contract. or agreement that indemnifies a railroad fore""bodily injury" or "property damage" arising out of construction or demolition operations, within 50 feet of ,any railroad properly and affecting any railroad bridge or , trestle, tracks, road -beds, tunnel, underpass or crossing - However, Paragraph f. does not include that part Of any contract or agreement ('I). That .:indemnifies an architect, engineer or surveyor for injury or damage arising out d. (a)' Preparing; approving, or failing to prepare or approve, maps, shop drawings, opinions, reports, surveys, field orders, change .orders or drawings and specifications -.or (b) Giving directions or instructions, or failing, to. give :them; if that is this primacy cause of the injury or damage; or (2)::U ade.r which the insured, if an architect;.:engineer or surveyor, assumes liability for -gin injury or damage arising out of'the insured"s rendering or failure to render professional services, including those I listed in (1) above and supervisory, :inspection, architectural` or engineering activities. 13.1eased worker" means a person leased to you by a .tabor leasing firm under an agreement between you and the labor leasing firm, to perform duties related to: the ;conduct of your business. "Leased worker" does not includea, "temporary worker*. 1. "'Loading or unloading" means the harrdtirig :of:prnperty; a. After it is moved from the place ,where. it; is accepted for.rmovement into or onto an aircraft, watercraft or "buto" ; b. Whij M it is in orpan .an aircraft, watercraft ',or "auto"'; Or c. While Itis being moved frornah Aircraft, watercraft Of "auto" to the Place where 'AtIs finally delivered,7 but: "loading or vryloading:" 'does not include the movement of p . T-operty by meapp, of a mechanical d6vice.;. other than a hand truckthat is not attached to the aircraft., watercraft or "auto". 11B.Aft Ra equipment" means any:,of the following fspews of land vehicles, including any attached mad . hiner .y ...or equipment: Ln 1. Bulldozers, farm machinery, forklifts and other M C) vehicles designed for use principally off public roads; b. Vehicles maintained for use solely ,on or next to premises You own or rent; c. Vehicles that travel on crawler lreAds; d. Vehicles., whether self prbpellbd or not, maintained primarily to provide mobility to pprmaneritty mo.unted: (1).: Power cranes, Shovel& lbaders,:. d' Iggers or drills; or (2) Road const or resurfacing equipment such or rollers; e. Vehicles not described In a., b., c. or d. Above that are not self-propelled and are maintained primarily to provide 'mobility to Permanently attached equipment of the following types� (1) Air compressors,, pumps and generators, including spraying, welding, building cleaning, geophysical exploration, lighting And well servicing.equipment; or (2) Cherry pickers and similar devices_,Used to raise :or lower workers; f. Vehicles, not described in a., .;b., c. or d. a6oVe Maintained primarily for purposes other thart: the tMnspoftation of persons or cargo, However, self-propelled vehicles With the following typesof pl fmanently attacfied. equipment are not mobile eq:.Ui' ient" but"will b6 considered''autos.9, p" (1) tquipment, of: at. least f.,000 pocrods: gross vehicle weight, designed pfimarily for, (a) snow removal,, (b) Road rnainleflance:, but riot comst'ruction or resurfacing or. (C) 8trII8eIcfea4in:g;. (2). Cherry pickers and similar devices mounted on Automobile or truck chassis and -used to raise or lower workers; and (3) Air comprep sor% pumps and gerierators,, including WFOYing, welding:; building cleaning, geophysical exploration lighting' ; '. . exploration and well servicing. equipment,. 16.. "Occurrence" riians' an� accident, induding continuous tar repeated exposure to substantially the same general harmful conditions. 17 -"personal and Advertising injury" means injury, .in.bluding consequential "bodiiy injury", arising oul of cane',or more of the following offenses: F . alse arrest, detention or imprisorim ent; ..Malicious prosecution, C; The wrongful eviction from, wrongful . en" jnto,. or invasion of the right of private occupancy- of a room, dwelling or premises that a person occupi . es, committed by or on behalf of its Owner, landlord or lessor; d. Oral, written or electronic publication of material that slanders or libels a person or organization or disparages a person's or organization's goods, products or services; e. Oral, written or electronic publication of material that violates a person's right of privacy; f. Copying, in your '"advertisement", a. person's or OrganiZation's. `adviMising. idea" or style of "advertisement"; g. Infringement of copyright,..Slogan, Of title of any literary or artistic work, in yo.or "adv . ert isemen-l", or h'. Discrimination or hornifiation that results in injury to the feelings or reputation :o(aa person.: 'erson, 13 -"pollutants" Mean:any . solid, I iquidigaseous or thermal irritant.or contaminant. including smoke, vapo. . .. .... ... I r,; soot;.fumes, acids, alkalis, chemicals and Waste. Waste includes materials. to, 'IJO reqded. redonditi6nied or reclairneo".. a. ::Includes all "'bodily injury": and "property darnap'r occurring away from premises you.-Ow.n.:or rent and arising out of "your product" or "'.your work" except:: f1k At are still in Products that your physical possession; or (2) Work that has not yet beep. completed or abandoned. However, "your work" will be. deemed completed at the earliest of the following times-, (a) When all of the work called for, in your contract has been 66mpleted., (b) When all of the work to be done at the job site has been completed if your contIract calls for Work at more than one job site. (c) When that part,of the work done at a job site, has been put to its intended use by any person or organization other than another contractor or subcontractor working on the same project.. Work that may need service, maintenance, correction, repair or replacement, but which is otherwise complete, will be. treated as completed. b. Does not include "bodily injury" or "property damage', aitsing out of: (1) The transportation of property, unless the injury"or damage arises out;of a condition in or on a vehicle not owned or :operated by you, and that condition was created.by the "loading or unloading" of that vehicle by'any insured;; (;2i The existence of tools, uninstalled -equipment or abandoned or unused materials; or (3) Products or operations for which the classification, Fisted in the Dectar'ations or in a policy schedule, states that products- carnpleted operations are subject to the General Aggregate Limit, 20."Property: damage" Means: a. Physical `injury t.o tangible property, including all resulting loss .al'f use bf that property, ,All such lass of use shall be deemed to occur at the time of the physical injury that caused it; or b. glass of use of ,tangible property that is not: physically injured. All such loss of use shall be deemed to occur at the time of the "Occurrence" that caused if. As used in this definition, computerized or electronically stored data, programs or software are not tangible property. Electronic data means information,, facts or programs: a. Stored as or sin; b. Created or used on; or c. Transmitted to orfrorn .Computer software, including systems and applications software; hard or floppy disks, CD ROMS, tapes; drives,. cells, data processing Devices o.r any other media which are used with electronically controlled equipment. 21,"Suit" means a civil proceeding in wtr:ieh damages because of "bodily injury" "property damage" or "personal and advertising injury" to which this insurance applies are alleged, "Suit" includes'. a. An arbitration proceeding in which such damages are claimed and to which the insured must submit or does submit with our consent;; or b. Any other alternative dispute resolution proceeding in which such damages are claimed and to which the insurer submits with our consent. � ,22, "Tempvraryiworker' :means ;a person who is. furnished to you to substitute for a permanent: "employee" art leave "Or to meet, teason�al or short- term work loAtl conditrans 2 , `Vol nteer +porker"maaris:a porsdh who a. is carat your "amploye .I; h. Donates tris dr her wars; c. Acts at. thedirection of and within the sa;rr.po . of autres deter ined by:yuu; and d.is not: paid a fee., salary or othef comm, pens-ation by you Qr anyone else for their work erforraed for you. 24. "Your protluct". a. deans,. _ () Any goods car priducts other than real property, manufactured sold; handled, distributed or,disposed of by; (a) You; (b) Others trading udder your name; or (c) A person or organization whose business or assets you have acquired; and (2) Containers (other than vehicles), materials parts or equipment furnished in connection with such goods or products. b,. Includes (1) Warranties or representatioris made at any time with respect to the fitness, quality,_ durability, perfot ance or use of "your product"; and () The providing of or, faiiwe to provide Warnings of instructions: c. Does not include vending machines Or other property rented to- car located'for the ase of others but not sills. 2 ."Ybur work"' a. Means: (1) Work or operations performed by you: or on your behalf, and. (2) Materials, parts or equipment. f mished in, connection with such-work:ar:operations: b. includes (1.) 'Warranties or representations made at any time with respect to the fitness, quality; durability, performance or use of "your work"; and. (2i The providing of or`tailure to provide Warn. Trigs.: or instructions.